BK Technologies Corp 8-K, filed Jul 12, 2021
BK Technologies Corp (BKTI)
8-K
2021-07-12
For: 2021-07-08
View Original
Added on
April 06, 2026
About this 8-K
BK Technologies Corp filed this 8-K on July 12, 2021, reporting on events of July 8, 2021.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Date of Report (Date of earliest event
reported):
July 8, 2021
BK Technologies Corporation
(Exact name of registrant as specified in its charter)
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Nevada
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001-32644
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83-4064262
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(State or other jurisdiction of
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(Commission
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(IRS Employer
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incorporation or organization)
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File No.)
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Identification Number)
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7100 Technology Drive, West Melbourne, FL
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32904
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(Address of principal executive offices)
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(Zip Code)
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(321) 984-1414
(Registrant’s telephone number including area
code)
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N/A
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(Former name or former address, if changed since last
report)
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions (see General
Instruction A.2. below):
[ ]
Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
[ ]
Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Securities registered pursuant to Section 12(b) of the
Act:
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Title of Each Class
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Trading Symbol(s)
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Name of Each Exchange on Which Registered
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Common Stock, par value $.60 per share
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BKTI
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NYSE American
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Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act. [ ]
Item 8.01 Other Events.
On
July 8, 2021, the Board of Directors (the “Board”) of
BK Technologies Corporation (the “Company”) announced
that, effective July 8, 2021, (1) John W. Struble will step down as
Chairman of the Board and (2) the Board appointed Major
General (Ret.) E. Gray Payne as the new Chairman of the Board. John
W. Struble will remain on the Board after his resignation as
Chairman.
The
press release announcing Major General (Ret.) E. Gray Payne’s
appointment as the new Chairman of the Board is filed as Exhibit
99.1 to this Current Report on Form 8-K and is incorporated herein
by reference.
On
July 9, 2021, the Board declared a quarterly dividend of $0.02 per
share of the Company’s common stock, payable on August 9,
2021, to stockholders of record of the Company’s common stock
as of the close of business on July 26, 2021.
The
press release announcing the quarterly cash dividend is filed as
Exhibit 99.2 to this Current Report on Form 8-K and is incorporated
herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d)
Exhibits.
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Exhibit No.
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Description
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Press
Release re: Appointment of New Chairman, dated July 8,
2021
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Press
Release re: Quarterly Dividend, dated July 9,
2021
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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.
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BK
TECHNOLOGIES CORPORATION
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Date:
July 12, 2021
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By:
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/s/
William
P. Kelly
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William P.
Kelly
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Executive
Vice President and
Chief
Financial Officer
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Exhibit 99.1
BK Technologies Names General Payne Chairman
– Retired Marine Corps Major General with
Extensive Experience –
WEST MELBOURNE, FL / ACCESSWIRE / July 8, 2021
/ BK Technologies Corporation (NYSE American: BKTI)
today announced that board member Major General (Ret.) E. Gray Payne has been named Chairman of the Board of
Directors. General Payne replaces John W. Struble who will remain a
board member.
General Payne brings over forty years of leadership experience,
both in the military and in the private sector. He has
extensive experience in leadership roles as a Major General in the
armed forces, a consultant to federal agencies and a senior
operating executive. His
Marine Corps experience includes eight commands ranging in size
from the Company level to a Marine Logistics Group, consisting of
over 9,600 Marines and Sailors. He also served as Commanding
General of the Marine Logistics Command and as Director of
Facilities and Services for the Marine Corps, responsible for 28
installations and an annual budget exceeding $5.5 billion. His
personal awards include the Distinguished Service Medal, the
Defense Superior Service Medal, Legion of Merit Medal, Meritorious
Service Medal with two gold stars, and the Navy and Marine Corps
Commendation Medal with gold star.
General Payne’s private sector experience includes eighteen
years as a management consultant working with over two hundred
clients in the areas of financial management, operational
improvement, organizational development, strategic planning, and
mergers and acquisitions. Leadership positions held include CEO,
COO and CFO of several companies with annual revenue as large as
$100 million.
General Payne was appointed to the BK Technologies board of
directors in January 2017 and has extensive board experience. He
currently serves on the Board of Directors of the National Wildlife
Refuge Associations and VetCV, a platform to help veterans
transition from active duty, manage their career, and organize
important military service, home and medical documents. A member of
the National Association of Corporate Directors and a Certified
Professional Director by the American College of Corporate
Directors, he previously served as the Chairman of the Board of
Governors of the Marine Corps Association and the Chairman of the
Board of Directors of the Marine Corps Association Foundation.
General Payne is also on the Board of FG Financial Group (Nasdaq:
FGF), a publicly traded reinsurance and investment management
holding company.
General
Payne commented, “BK Technologies is preparing to enter an
exciting growth phase for the company. It is encouraging to see
significant marketplace interest in our existing portable
communications technologies, like the BK 5000, as well as growing
interest around the upcoming launch of our next generation BK 9000.
Our technology offers reliable and exceptional communications
capabilities to assist public safety as well as military exercises
in any location, including the most remote terrain. I look forward
to continuing to leverage my military, consulting, and operational
expertise to help drive long term value for
shareholders.”
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 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 the COVID-19
pandemic, include, among others, the following: changes or advances
in technology; the success of our land mobile radio product line;
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; 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, and the
ongoing effects of the COVID-19 pandemic; 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
consummate, acquisition, disposition or investment transactions,
and risks incumbent to being a noncontrolling interest stockholder
in a corporation; impact of the COVID-19 pandemic 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; 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; 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; 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, 2020 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
Exhibit 99.2
BK Technologies Declares Quarterly Dividend of $0.02 per
Share
WEST MELBOURNE, FL / ACCESSWIRE / July 9, 2021 /
BK Technologies Corporation (NYSE
American: BKTI) today announced that its Board of Directors has
declared a quarterly dividend of $0.02 per share of the
Company’s common stock, payable on August 9, 2021, to
stockholders of record of the Company’s common stock as of
the close of business on July 26, 2021.
General Gray Payne, Chairman of the Board, said, “We are
pleased to continue the Company’s capital return program with
the declaration of our twenty-first consecutive quarterly
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.
Company Contact:
IMS Investor Relations
John Nesbett/Jennifer Belodeau
bktechnologies@imsinvestorrelations.com
(203)
972-9200