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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements or Certain Officers. |
On August, 25, 2025, the Board of Directors (the “Board”) of Crown Electrokinetics Corp. (the “Company”) appointed Chris Robichaud to fill one of the vacancies on the Board. Mr. Robichaud will serve on the Board until the Company’s 2025 annual stockholder meeting and until his successor has been duly appointed and qualified. Mr. Robichaud will serve as Chairman of the Board’s Audit Committee.
Mr. Robichaud is a strategic advisor, former Chief Executive Officer, and experienced public company board member with over 30 years leading organizations through technology disruption, market transformation, and sustained growth. Since April 2018, Mr. Robichaud has served as the Founder and Chief Executive Officer of 93-North, where he partners with multinational corporations and high-growth companies to scale operations, reposition brands, and capture market opportunities across industries including AI, blockchain, gaming, e-commerce, consumer brands, and luxury. His work blends strategic foresight with operational execution, helping leadership teams embrace emerging technologies while safeguarding core business performance and building long-term competitive advantage. From 2010 to 2017, Mr. Robichaud served as Co-Chief Executive Officer of PMK*BNC, part of the Interpublic Group of Companies (NYSE: IPG). At PMK*BNC, Mr. Robichaud led a 400-person team across London, New York, and Los Angeles. Under his leadership, the agency grew to nearly $200 million in gross revenue and delivered award-winning, business-driving campaigns for brands including Audi, Pepsi, PlayStation, Samsung Mobile, YouTube, and American Express — elevating their cultural relevance, global engagement, and commercial impact. Mr. Robichaud received his Bachelor’s of Science degree in Business Communications from Bentley University in 1989.
For his service on the Board, Mr. Robichaud will be entitled to receive $25,000 per quarter and annual equity compensation payable in shares of common stock equal to one percent of the number of fully-diluted shares of common stock then outstanding. Such shares of common stock will be issued on January 1 of each year and will vest on the one year anniversary of issuance.
There are no family relationships between Mr. Robichaud and any director or executive officer of the Company and he was not selected by the Board to serve as a director pursuant to any arrangement or understanding with any person. Mr. Robichaud has not engaged in any transaction that would be reportable as a related party transaction under Item 404(a) of Regulation S-K.
| Item 7.01. | Regulation FD Disclosure |
On August 26, 2025, the Company issued a press release announcing the appointment of Mr. Robichaud. A copy of the press release is furnished herewith as Exhibit 99.1 to the Current Report on Form 8-K. The information included in this Current Report on Form 8-K under this Item 7.01 (including Exhibit 99.1) shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release dated August 26, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 26, 2025
| CROWN ELECTROKINETICS CORP. | |||
| By: | /s/ Doug Croxall | ||
| Name: | Doug Croxall | ||
| Title: | Chief Executive Officer | ||
2
Exhibit 99.1
Crown Appoints Chris Robichaud to Board of Directors
LOS ANGELES, August 26, 2025 – Crown Electrokinetics Corp. (OTC: CRKN) (“Crown” or the “Company”), today announced the appointment of Chris Robichaud to its Board of Directors. Mr. Robichaud will also serve as Chairman of the Board’s Audit Committee. His appointment is part of Crown’s effort to reconstitute its Board with experienced, independent leaders.
Mr. Robichaud is a seasoned executive, strategic advisor, and experienced public company board member with more than three decades of leadership guiding organizations through technology disruption, market transformation, and sustained growth. He is the Founder and Chief Executive Officer of 93-North, where he partners with multinational corporations and high-growth companies to scale operations, reposition brands, and capture opportunities across industries including AI, blockchain, gaming, e-commerce, consumer brands, and luxury. His approach combines strategic foresight with operational execution, helping leadership teams embrace innovation while safeguarding performance and building long-term competitive advantage.
Earlier in his career, Mr. Robichaud served as Co-Chief Executive Officer of PMK•BNC, a global marketing and communications firm, where he led a 400-person global team across London, New York, and Los Angeles. Under his leadership, the agency grew to nearly $200 million in revenue and delivered award-winning campaigns for world-class brands including Audi, Pepsi, PlayStation, Samsung Mobile, YouTube, and American Express.
About Crown
Crown is a leading provider of innovative technology infrastructure solutions
that benefit communities and the environment. Operating across multiple businesses – Smart Windows and Construction – Crown
is developing and delivering cutting edge solutions that are challenging the status quo and redefining industry standards. For more information,
please visit www.crownek.com.
Forward-Looking Information
Certain statements in this news release may be "forward-looking statements" (within the meaning of Section 27A of the Securities
Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995) regarding future
events or Crown’s future financial performance that involve certain contingencies and uncertainties, including those discussed
in Crown’s Annual Report on Form 10-K for the year ended December 31, 2024, and subsequent reports Crown files with the U.S. Securities
and Exchange Commission from time to time, in the sections entitled “Risk Factors” and “Management’s Discussion
and Analysis of Financial Condition and Results of Operations.” Forward-looking statements include, but are not limited to, statements
that express our intentions, beliefs, expectations, strategies, predictions, or any other statements relating to our future activities
or other future events or conditions. These statements are based on current expectations, estimates and projections about our business
based, in part, on assumptions made by management. These statements are not guarantees of future performance and involve risks, uncertainties
and assumptions that are difficult to predict. Therefore, actual outcomes and results may, and are likely to, differ materially from
what is expressed or forecasted in forward-looking statements due to numerous factors. Any forward-looking statements speak only as of
the date of this news release and Crown Electrokinetics Corp. undertakes no obligation to update any forward-looking statement to reflect
events or circumstances after the date of this news release.
This press release does not constitute a public offer of any securities for sale. Any securities offered privately will not be or have not been registered under the Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
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