BK Technologies Corp 8-K, filed Jul 7, 2022
BK Technologies Corp (BKTI)
About this 8-K
BK Technologies Corp filed this 8-K on July 7, 2022, reporting on events of June 30, 2022.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 5.07: Shareholder vote results
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Departure of Bill Kelly
The Company previously announced, in a Current Report on Form 8-K filed with the Commission on January 11, 2022, the anticipated retirement of its current Chief Financial Officer, William P. Kelly. The Company announced at that time that Mr. Kelly’s retirement would be effective when his replacement began full time work with the Company, but no later than June 30, 2022.
On June 30, 2022, Mr. Kelly formally resigned as the Company’s Chief Financial Officer.
Appointment of Scott Malmanger
On June 30, 2022, the Board of Directors of the Company (the “Board”) appointed Scott Malmanger as a consultant to serve as the Company’s interim Chief Financial Officer and Company Secretary. Mr. Malmanger will serve as the interim principal financial officer and principal accounting officer for the Company. Mr. Malmanger will serve in this capacity at the pleasure of the Board.
The Company had previously announced in a Current Report on Form 8-K filed with the Commission on June 6, 2022, that Mr. Malmanger had been appointed to serve as a consultant effective as of May 31, 2022, and that he would be working with Mr. Kelly until Mr. Kelly’s departure. In light of Mr. Kelly’s retirement, the Board appointed Mr. Malmanger as the consultant to serve as interim Chief Financial Officer while the Board continues its search for a replacement chief financial officer. The terms of Mr. Malmanger’s contract with the Company were disclosed in a Current Report on Form 8-K filed with the Commission on June 6, 2022, which is incorporated herein by this reference.
Mr. Malmanger, 66, brings expertise in strategic planning, M&A, and financial reporting and analysis, as well as public company reporting experience. He has successfully worked with companies in a variety of industries as they moved through periods of accelerated growth, most recently serving as Chief Financial Officer of OneroRX, a provider of telepharmacy services, from October 2019 to October 2021. From May 2017 to April 2019, Mr. Malmanger served as Chief Financial Officer of iCoreConnect, a provider of electronic medical record and encrypted email software, where he oversaw the successful recapitalization of the business. Mr. Malmanger also has experience in government contract acquisition and deployment. During his tenure as Chief Financial Officer and Vice President of Finance at American K-9 Detection Services from May 2010 to February 2015, he was responsible for the accounting, treasury and financial reporting functions and configured and implemented a Federal Acquisition Regulations compliant accounting system with SOX compliant internal control policies and procedures. He received his B.S. in Business and Accounting from Pillsbury College and his Master of Business Administration from Minnesota State University. He previously was licensed as a CPA by the Iowa Society of Certified Public Accountants and has earned the designation of Certified Management Accountant from the Institute of Management Accountants. Both licenses are currently inactive.
There are no family relationships between Mr. Malmanger and anyone currently serving as a director, executive officer, or director nominee of the Company.
There are no related party transactions between Mr. Malmanger and the Company that would require disclosure under Item 404(a) of Regulation S-K.
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the Annual Meeting of Stockholders of BK Technologies Corporation (the “Company”) held on June 30, 2022, the Company’s stockholders: (i) elected D. Kyle Cerminara, Michael C. Mitchell, R. Joseph Jackson, Charles T. Lanktree, E. Gray Payne, John M. Suzuki, and Lloyd R. Sams to serve as directors of the Company until the next annual meeting of stockholders and until their respective successors are duly elected and qualified; (ii) ratified the appointment of MSL, P.A. as the Company’s independent registered public accounting firm for fiscal year 2022.
The voting results for each proposal were as follows:
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Proposal No. 1- Election of Directors:
Name | For | Withheld | Broker Non-Votes |
D. Kyle Cerminara | 8,619,152 | 182,434 | 4,665,094 |
R. Joseph Jackson | 8,682,568 | 119,018 | 4,665,094 |
Charles T. Lanktree | 7,668,896 | 1,132,690 | 4,665,094 |
Michael C. Mitchell | 8,679,969 | 121,617 | 4,665,094 |
E. Gray Payne | 8,487,319 | 314,267 | 4,665,094 |
Lloyd R. Sams | 8,678,766 | 122,820 | 4,665,094 |
John M. Suzuki | 8,683,722 | 117,864 | 4,665,094 |
Proposal No. 2 - Ratification of Appointment of MSL, P.A.
For | Against | Abstain | Broker Non-Votes |
13,366,798 | 24,096 | 75,786 | 0 |
Item 8.01 Other Events.
Stock Dividend
On June 30, 2022, the Board declared a quarterly dividend of $0.03 per share of the Company’s common stock, payable on August 8, 2022, to the stockholders of record of the Company’s common stock as of the close of business on July 25, 2022 (the “Quarterly Dividend”).
The press release announcing the Quarterly Dividend is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Board Committees
At the meeting of the Company’s Board on June 30, 2022, the Board appointed the following directors to serve on the following committees of the Board:
| - | Audit Committee: E. Gray Payne (Chair); Joe Jackson; Charlie Lanktree; |
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| - | Compensation Committee: Joe Jackson (Chair); Charlie Lanktree; Mike Mitchell; and |
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| - | Nominating and Governance Committee: E. Gray Payne (Chair); Mike Mitchell; Lloyd Sams. |
Appointment of New Chairman of the Board
On July 5, 2022, the Board of Directors (the “Board”) of BK Technologies Corporation, a Nevada corporation (the “Company”), determined it was advisable and in the best interests of the Company to name D. Kyle Cerminara to serve as the Chairman of the Board to replace E. Gray Payne, and to accept General Payne’s resignation as Chairman of the Board.
Biographical information about Mr. Cerminara can be found in the Company’s most recent Definitive Proxy Statement.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. | Description | |
Press Release dated July 6, 2022 – Appointment of Mr. Malmanger | ||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BK TECHNOLOGIES CORPORATION | |||
| Date: July 6, 2022 | By: | /s/ John M. Suzuki | |
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| John M. Suzuki | |
| Chief Executive Officer | |||
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EXHIBIT 99.1
BK Technologies Declares Quarterly Dividend of $0.03 Per Share
WEST MELBOURNE, FL, July 6, 2022 / BK Technologies Corporation (NYSE American: BKTI) (“BK Technologies” or the “Company”) today announced that its Board of Directors has declared a quarterly dividend of $0.03 per share of the Company’s common stock, payable on August 8, 2022, to stockholders of record of the Company’s common stock as of the close of business on July 25, 2022.
Kyle Cerminara, Chairman of the Board of BK Technologies, commented, “We are committed to returning value to our shareholders and pleased to mark our twenty-fifth consecutive quarter paying a dividend.”
About BK Technologies
BK Technologies Corporation manufactures high-specification, American-made communications equipment of unsurpassed reliability and value for use by public safety professionals and government agencies. BK Technologies is honored to serve these heroes with reliable equipment when every moment counts. The Company’s common stock trades on the NYSE American market under the symbol “BKTI”. Maintaining its headquarters in West Melbourne, Florida, BK Technologies can be contacted through its web site at www.bktechnologies.com or directly at 1-800-821-2900.
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Forward-Looking Statements
This press release contains certain forward-looking statements that are made pursuant to the “Safe Harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements concern the Company’s operations, economic performance, and financial condition, including, but not limited to, statements regarding the Company’s long-term strategic plan, and are based largely on the Company’s beliefs and expectations. These statements involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements of the Company, or industry results, to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Such factors and risks, some of which have been, and may further be, exacerbated by local, regional, national and international economic conditions that have deteriorated as a result of the COVID-19 pandemic and the ongoing war in Ukraine and related sanctions, include, among others, the following: changes or advances in technology; the success of our land mobile radio product line; disruption in the global supply chain creating delays, unavailability and adverse conditions; successful introduction of new products and technologies, including our ability to successfully develop and sell our anticipated new multiband product and other related products in the planned new BKR Series product line and our announced SaaS solutions; competition in the land mobile radio industry; general economic and business conditions, including federal, state and local government budget deficits and spending limitations, any impact from a prolonged shutdown of the U.S. Government, continued volatility in the capital and credit markets, interest and exchange rates, commodity and equity prices; public health crises, epidemics, and pandemics such as the COVID-19 pandemic; the occurrence of hostilities, political instability or catastrophic events, such as the ongoing war in Ukraine, including the impact of related sanctions being imposed by the U.S. Government and the governments of other countries, impact of potential reprisals as a consequence thereof and any related sanctions; the availability, terms and deployment of capital; reliance on contract manufacturers and suppliers; risks associated with fixed-price contracts; heavy reliance on sales to agencies of the U.S. Government and our ability to comply with the requirements of contracts, laws and regulations related to such sales; allocations by government agencies among multiple approved suppliers under existing agreements; our ability to comply with U.S. tax laws and utilize deferred tax assets; our ability to attract and retain executive officers, skilled workers and key personnel; our ability to manage our growth; our ability to identify potential candidates for, and to consummate, acquisition, disposition or investment transactions, and risks incumbent to being a noncontrolling interest stockholder in a corporation; impact of the COVID-19 pandemic or the ongoing war in Ukraine on the companies in which the Company holds investments; impact of our capital allocation strategy; risks related to maintaining our brand and reputation; impact of government regulation; impact of rising health care costs; our business with manufacturers located in other countries, including changes in the U.S. Government and foreign governments’ trade and tariff policies, as well as any further impact resulting from the COVID-19 pandemic or the ongoing war in Ukraine; our inventory and debt levels; protection of our intellectual property rights; fluctuation in our operating results and stock price; acts of war or terrorism, natural disasters and other catastrophic events, such as the COVID-19 pandemic and the ongoing war in Ukraine; any infringement claims; data security breaches, cyber-attacks and other factors impacting our technology systems; availability of adequate insurance coverage; maintenance of our NYSE American listing; risks related to being a holding company; and the effect on our stock price and ability to raise equity capital of future sales of shares of our common stock. Certain of these factors and risks, as well as other risks and uncertainties, are stated in more detail in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, and in the Company’s subsequent filings with the SEC. These forward-looking statements are made as of the date of this press release, and the Company assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements.
Company Contact:
IMS Investor Relations
John Nesbett/Jennifer Belodeau
bktechnologies@imsinvestorrelations.com
(203) 972-9200
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EXHIBIT 99.2
BK Technologies Appoints Scott Malmanger as Interim Chief Financial Officer
WEST MELBOURNE, FL July 6, 2022 / BK Technologies Corporation (NYSE American: BKTI) (the “Company” or “BK Technologies”) today announced that its Board of Directors has appointed Scott Malmanger as a consultant to serve as the Company’s interim Chief Financial Officer effective July 1st, 2022, succeeding Bill Kelly who is retiring from the Company in accordance with his previously announced plans. Mr. Kelly has agreed to remain available to the Company in an advisory role to ensure a smooth transition.
Mr. Malmanger brings expertise in strategic planning, M&A, and financial reporting and analysis as well as public company reporting experience. He has successfully worked with companies in a variety of industries as they moved through periods of accelerated growth, most recently serving as Chief Financial Officer of OneroRX, a provider of telepharmacy services, from October 2019 to October 2021. From May 2017 to April 2019, Mr. Malmanger served as Chief Financial Officer of iCoreConnect, a provider of electronic medical record and encrypted email software, where he oversaw the successful recapitalization of the business. Mr. Malmanger also has experience in government contract acquisition and deployment. During his tenure as Chief Financial Officer and Vice President of Finance at American K-9 Detection Services from May 2010 to February 2015, he was responsible for the accounting, treasury and financial reporting functions and configured and implemented a Federal Acquisition Regulations compliant accounting system with SOX compliant internal control policies and procedures. He received his B.S. in Business and Accounting from Pillsbury College and his Master of Business Administration from Minnesota State University. He is licensed as a CPA by the Iowa Society of Certified Public Accountants and has earned the designation of Certified Management Accountant from the Institute of Management Accountants.
John Suzuki, Chief Executive Officer of BK Technologies, commented, “We are pleased to continue to work with Scott in his new role with the BK Technologies team and look forward to leveraging his strong financial knowledge and public company experience during this particularly exciting period in the Company’s growth. I would like to again take the opportunity to thank Bill for his dedication to the Company over the past 26 years and wish him the best in his well-earned retirement.”
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As previously disclosed, the Company is conducting a search to identify a permanent Chief Financial Officer.
About BK Technologies
BK Technologies Corporation manufactures high-specification, American-made communications equipment of unsurpassed reliability and value for use by public safety professionals and government agencies. BK Technologies is honored to serve these heroes with reliable equipment when every moment counts. The Company’s common stock trades on the NYSE American market under the symbol “BKTI”. Maintaining its headquarters in West Melbourne, Florida, BK Technologies can be contacted through its web site at www.bktechnologies.com or directly at 1-800-821-2900.
Forward-Looking Statements
This press release contains certain forward-looking statements that are made pursuant to the “Safe Harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements concern the Company’s operations, economic performance, and financial condition, including, but not limited to, statements regarding the Company’s long-term strategic plan, and are based largely on the Company’s beliefs and expectations. These statements involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements of the Company, or industry results, to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Such factors and risks, some of which have been, and may further be, exacerbated by local, regional, national and international economic conditions that have deteriorated as a result of the COVID-19 pandemic and the ongoing war in Ukraine and related sanctions, include, among others, the following: changes or advances in technology; the success of our land mobile radio product line; disruption in the global supply chain creating delays, unavailability and adverse conditions; successful introduction of new products and technologies, including our ability to successfully develop and sell our anticipated new multiband product and other related products in the planned new BKR Series product line and our announced SaaS solutions; competition in the land mobile radio industry; general economic and business conditions, including federal, state and local government budget deficits and spending limitations, any impact from a prolonged shutdown of the U.S. Government, continued volatility in the capital and credit markets, interest and exchange rates, commodity and equity prices; public health crises, epidemics, and pandemics such as the COVID-19 pandemic; the occurrence of hostilities, political instability or catastrophic events, such as the ongoing war in Ukraine, including the impact of related sanctions being imposed by the U.S. Government and the governments of other countries, impact of potential reprisals as a consequence thereof and any related sanctions; the availability, terms and deployment of capital; reliance on contract manufacturers and suppliers; risks associated with fixed-price contracts; heavy reliance on sales to agencies of the U.S. Government and our ability to comply with the requirements of contracts, laws and regulations related to such sales; allocations by government agencies among multiple approved suppliers under existing agreements; our ability to comply with U.S. tax laws and utilize deferred tax assets; our ability to attract and retain executive officers, skilled workers and key personnel; our ability to manage our growth; our ability to identify potential candidates for, and to consummate, acquisition, disposition or investment transactions, and risks incumbent to being a noncontrolling interest stockholder in a corporation; impact of the COVID-19 pandemic or the ongoing war in Ukraine on the companies in which the Company holds investments; impact of our capital allocation strategy; risks related to maintaining our brand and reputation; impact of government regulation; impact of rising health care costs; our business with manufacturers located in other countries, including changes in the U.S. Government and foreign governments’ trade and tariff policies, as well as any further impact resulting from the COVID-19 pandemic or the ongoing war in Ukraine; our inventory and debt levels; protection of our intellectual property rights; fluctuation in our operating results and stock price; acts of war or terrorism, natural disasters and other catastrophic events, such as the COVID-19 pandemic and the ongoing war in Ukraine; any infringement claims; data security breaches, cyber-attacks and other factors impacting our technology systems; availability of adequate insurance coverage; maintenance of our NYSE American listing; risks related to being a holding company; and the effect on our stock price and ability to raise equity capital of future sales of shares of our common stock. Certain of these factors and risks, as well as other risks and uncertainties, are stated in more detail in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, and in the Company’s subsequent filings with the SEC. These forward-looking statements are made as of the date of this press release, and the Company assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements.
Company Contact:
IMS Investor Relations
John Nesbett/Jennifer Belodeau
bktechnologies@imsinvestorrelations.com
(203) 972-9200
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EXHIBIT 99.3
BK Technologies Names Kyle Cerminara Chairman
WEST MELBOURNE, FL / ACCESSWIRE / July X, 2022 / BK Technologies Corporation (NYSE American: BKTI) (“BK Technologies” or the “Company”) today announced that board member Kyle Cerminara has been named Chairman of the Board of Directors. Mr. Cerminara replaces Major General (Ret.) E. Gray Payne, who will remain a board member.
Mr. Cerminara was appointed to the Board of Directors in July 2015 and served as Chairman from March 2017 until April 2020. Mr. Cerminara has over 20 years’ experience as an institutional investor, asset manager, director, chief executive, founder, and operator of multiple financial services and technology businesses. Mr. Cerminara co-founded Fundamental Global in 2012, which is the largest stockholder of the Company, and serves as its Chief Executive Officer.
Mr. Cerminara is currently a member of the board of directors of a number of companies focused in the reinsurance, investment management, technology, and communication sectors. These include FG Financial Group, Inc. (Nasdaq: FGF), which operates as a diversified reinsurance and investment management company; Ballantyne Strong, Inc. (NYSE American: BTN), a holding company with diverse business activities focused on serving the entertainment and retail markets; and Firefly Systems Inc., a venture- backed digital advertising company.
Mr. Cerminara was previously a portfolio manager at Sigma Capital Management, a director and sector head of the Financials Industry at Highside Capital Management, and a portfolio manager and director at CR Intrinsic Investors. Before joining CR Intrinsic Investors, Mr. Cerminara was at T. Rowe Price from 2001 to 2007, where he was named amongst Institutional Investor’s Best of the Buy Side Analysts, and began his career as an analyst at Legg Mason.
Mr. Cerminara received an MBA degree from the Darden Graduate School of Business at the University of Virginia and a B.S. in Finance and Accounting from the Smith School of Business at the University of Maryland. Mr. Cerminara holds the Chartered Financial Analyst (CFA) designation.
Mr. Cerminara commented, “It is exciting to see the marketplace interest in BK’s line of portable communications technologies and the progress the Company is making advancing its new LTE strategy to expand beyond private network applications. I would like to thank Gray for his service as Chairman of BK, and I look forward to continuing to work with the board and management to drive growth and shareholder value.”
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About BK Technologies
BK Technologies Corporation manufactures high-specification, American-made communications equipment of unsurpassed reliability and value for use by public safety professionals and government agencies. BK Technologies is honored to serve these heroes with reliable equipment when every moment counts. The Company's common stock trades on the NYSE American market under the symbol "BKTI". Maintaining its headquarters in West Melbourne, Florida, BK Technologies can be contacted through its web site at www.bktechnologies.com or directly at 1-800-821-2900.
Forward-Looking Statements
This press release contains certain forward-looking statements that are made pursuant to the “Safe Harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements concern the Company’s operations, economic performance, and financial condition, including, but not limited to, statements regarding the Company’s long-term strategic plan, and are based largely on the Company’s beliefs and expectations. These statements involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements of the Company, or industry results, to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Such factors and risks, some of which have been, and may further be, exacerbated by local, regional, national and international economic conditions that have deteriorated as a result of the COVID-19 pandemic and the ongoing war in Ukraine and related sanctions, include, among others, the following: changes or advances in technology; the success of our land mobile radio product line; disruption in the global supply chain creating delays, unavailability and adverse conditions; successful introduction of new products and technologies, including our ability to successfully develop and sell our anticipated new multiband product and other related products in the planned new BKR Series product line and our announced SaaS solutions; competition in the land mobile radio industry; general economic and business conditions, including federal, state and local government budget deficits and spending limitations, any impact from a prolonged shutdown of the U.S. Government, continued volatility in the capital and credit markets, interest and exchange rates, commodity and equity prices; public health crises, epidemics, and pandemics such as the COVID-19 pandemic; effects of the COVID-19 pandemic the occurrence of hostilities, political instability or catastrophic events, such as the ongoing war in Ukraine, including the impact of related sanctions being imposed by the U.S. Government and the governments of other countries, impact of potential reprisals as a consequence thereof and any related sanctions; the availability, terms and deployment of capital; reliance on contract manufacturers and suppliers; risks associated with fixed-price contracts; heavy reliance on sales to agencies of the U.S. Government and our ability to comply with the requirements of contracts, laws and regulations related to such sales; allocations by government agencies among multiple approved suppliers under existing agreements; our ability to comply with U.S. tax laws and utilize deferred tax assets; our ability to attract and retain executive officers, skilled workers and key personnel; our ability to manage our growth; our ability to identify potential candidates for, and to consummate, acquisition, disposition or investment transactions, and risks incumbent to being a noncontrolling interest stockholder in a corporation; impact of the COVID-19 pandemic or the ongoing war in Ukraine on the companies in which the Company holds investments; impact of our capital allocation strategy; risks related to maintaining our brand and reputation; impact of government regulation; impact of rising health care costs; our business with manufacturers located in other countries, including changes in the U.S. Government and foreign governments’ trade and tariff policies, as well as any further impact resulting from the COVID-19 pandemic or the ongoing war in Ukraine; our inventory and debt levels; protection of our intellectual property rights; fluctuation in our operating results and stock price; acts of war or terrorism, natural disasters and other catastrophic events, such as the COVID-19 pandemic and the ongoing war in Ukraine; any infringement claims; data security breaches, cyber-attacks and other factors impacting our technology systems; availability of adequate insurance coverage; maintenance of our NYSE American listing; risks related to being a holding company; and the effect on our stock price and ability to raise equity capital of future sales of shares of our common stock. Certain of these factors and risks, as well as other risks and uncertainties, are stated in more detail in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, and in the Company’s subsequent filings with the SEC. These forward-looking statements are made as of the date of this press release, and the Company assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements.
Company Contact:
IMS Investor Relations
John Nesbett/Jennifer Belodeau
bktechnologies@imsinvestorrelations.com
(203) 972-9200
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