Lightpath Technologies Inc 8-K, filed Mar 9, 2021
Lightpath Technologies Inc (LPTH)
8-K
2021-03-09
For: 2021-03-04
View Original
Added on
April 10, 2026
About this 8-K
Lightpath Technologies Inc filed this 8-K on March 9, 2021, reporting on events of March 4, 2021.
Items reported
- Item 5.02: Director or officer change, or executive pay
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
March 4, 2021
Date of Report (Date of earliest event reported)
LIGHTPATH TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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000-27548
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86-0708398
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(State or other jurisdiction of incorporation or
organization)
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(Commission File Number)
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(I.R.S. Employer Identification Number)
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2603 Challenger Tech Court, Suite 100
Orlando, Florida 32826
(Address of principal executive office, including zip
code)
(407) 382-4003
(Registrant’s telephone number, including area
code)
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:
☐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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Class A
Common Stock, par value $0.01
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LPTH
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The
Nasdaq Stock Market, LLC
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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 (17 CFR
§230.405) or Rule 12b-2 of
the Securities Exchange Act of 1934 (17 CFR §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 providing
pursuant to Section 13(a) of the Exchange Act. ☐
LightPath
Technologies, Inc.
Form
8-K
Item 5.02. Departure of Directors or Principal Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On
March 4, 2021, the Board of Directors (the “Board”) of
LightPath Technologies, Inc. (the “Company,”
“we,” “us,” or “our”) appointed
Steven Eric Creviston to serve on the Board effective immediately.
Mr. Creviston was appointed to fill a vacancy created by Dr. Steven
Brueck’s recent retirement. Mr. Creviston will serve as a
Class II director. We expect that Mr. Creviston will be nominated
for election by our stockholders with our other Class II directors
at our annual stockholders’ meeting proposed to be held in
fiscal 2022.
The
Board evaluated Mr. Creviston’s independence in accordance
with the independence standards for directors set forth in Rule
5605(a)(2) of the Nasdaq Listing Rules (the “Nasdaq
Standards”), and affirmatively determined that Mr. Creviston
qualifies as an independent director. Mr. Creviston has been
appointed to serve on the Compensation and Finance
Committees.
Mr.
Creviston, age 56, received a Master’s degree in Electrical
and Electronics Engineering from the University of Illinois. He has
served as Corporate Vice President and President of Mobile Products
for Qorvo Inc. (“Qorvo”) since January 2015. Prior to
that, he served as the Corporate Vice President and President of
Cellular Products Group for RF Micro Devices, Inc.
(“RFMD”) from August 2007 to January 2015. From May
2002 to August 2007, he served as Corporate Vice President of
Cellular Products Group (previously known as Wireless Products
until 2004), for RFMD. Mr. Creviston’s previous experience in
various leadership roles in Qorvo and RFMD will provide invaluable
knowledge to our Board with respect to assessing our business
strategies, evaluating operating performance, assessing risks, and
evaluating potential merger and acquisition opportunities, all of
which qualify him for service as one of our directors.
There
is no arrangement or understanding between Mr. Creviston and any
other person pursuant to which Mr. Creviston was appointed as one
of our directors.
Mr.
Creviston will be compensated for his service on our Board as
generally described for all directors in our Proxy Statement for
our fiscal 2021 Annual Meeting of Stockholders filed with the
Securities and Exchange Commission on September 30,
2020.
A press
release announcing Mr. Creviston’s appointment is attached
hereto as Exhibit 99.1 and is
incorporated herein by reference.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this Report to be signed in
its behalf by the undersigned, thereunto duly
authorized.
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LIGHTPATH
TECHNOLOGIES, INC.
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Dated:
March 9, 2021
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By:
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/s/
Donald O. Retreage, Jr.
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Donald O. Retreage, Jr., Chief Financial Officer
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Exhibit 99.1
For Immediate Release
LightPath Appoints Mobile Technology Veteran Eric Creviston to
Board of Directors
ORLANDO,
FL – March 9, 2021 - LightPath
Technologies, Inc. (NASDAQ: LPTH) (“LightPath,”
the “Company” or “we”), a leading
vertically integrated global
manufacturer and integrator of
proprietary optical
and infrared components and high-level
assemblies, today announced the appointment of Mr. Eric
Creviston to its Board of Directors (the “Board”),
effective March 4, 2020. Mr. Creviston will serve as a Class II
director, filling the vacancy created by Dr. Stephen Brueck’s
recent retirement. Mr. Creviston is currently Corporate Vice
President and President of the Mobile Products group of Qorvo Inc.
(NASDAQ: QRVO) (“Qorvo”), which develops and
commercializes worldwide semiconductor products and software for
advanced wireless and wired technologies.
Mr.
Robert Ripp, Chairman of LightPath, commented, “With the
appointment of a new Chief Executive Officer just about one year
ago and the implementation of a new strategic direction underway,
we are pleased to include Eric as a director on the LightPath
Board. Throughout a career spanning nearly three decades in the
wireless and mobile technology industry, Eric's experience includes
successfully scaling growth through product innovation and
international market expansion, organizational change management,
and strategies to deliver operational excellence. Eric also has
been deeply involved in assessing strategic plans and identifying
and integrating new potential growth opportunities into an
organization. Eric's experiences and attributes align with
LightPath’s new solutions-oriented strategic direction, and
we look forward to his participation and perspective during our
Board discussions to facilitate the pace of change within
LightPath.”
Mr.
Creviston received a Master’s degree in Electrical and
Electronics Engineering from the University of Illinois. He has
served as Corporate Vice President and President of Mobile Products
for Qorvo since January 2015. Prior to that, he served as the
Corporate Vice President and President of Cellular Products Group
for RF Micro Devices, Inc. (“RFMD”) from August 2007 to
January 2015. From May 2002 to August 2007, he served as Corporate
Vice President of Cellular Products Group (previously known as
Wireless Products until 2004), for RFMD.
About LightPath Technologies
LightPath
Technologies, Inc. (NASDAQ: LPTH) is a leading global, vertically
integrated provider of optics, photonics and infrared solutions for
the industrial, commercial, defense, telecommunications, and
medical industries. LightPath designs, manufactures, and
distributes proprietary optical and infrared components including
molded glass aspheric lenses and assemblies, infrared lenses and
thermal imaging assemblies, fused fiber collimators, and
proprietary Black
DiamondTM (“BD6”)
chalcogenide-based glass lenses. LightPath also offers custom
optical assemblies, including full engineering design support. The
Company is headquartered in Orlando, Florida, with manufacturing
and sales offices in Latvia and China.
LightPath’s
wholly-owned subsidiary, ISP Optics
Corporation, manufactures
a full range of infrared products from high performance MWIR and
LWIR lenses and lens assemblies. ISP’s infrared lens assembly
product line includes athermal lens systems used in cooled and
un-cooled thermal imaging cameras. Manufacturing is performed
in-house to provide precision optical components including
spherical, aspherical and diffractive coated infrared lenses.
ISP’s optics processes allow it to manufacture its products
from all important types of infrared materials and crystals.
Manufacturing processes include CNC grinding and CNC polishing,
diamond turning, continuous and conventional polishing, optical
contacting and advanced coating technologies.
For
more information on LightPath and its businesses, please visit
www.lightpath.com.
Forward-Looking Statements
This press release includes statements that constitute
forward-looking statements made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements may be identified by the use of words
such as “forecast,” “guidance,”
“plan,” “estimate,” “will,”
“would,” “project,” “maintain,”
“intend,” “expect,”
“anticipate,” “prospect,”
“strategy,” “future,” “likely,”
“may,” “should,” “believe,”
“continue,” “opportunity,”
“potential,” and other similar expressions that predict
or indicate future events or trends or that are not statements of
historical matters, and include, for example, statements related to
the expected effects on the Company’s business from the
COVID-19 pandemic. These forward-looking statements are based on
information available at the time the statements are made and/or
management’s good faith belief as of that time with respect
to future events, and are subject to risks and uncertainties that
could cause actual results to differ materially from those
expressed in or suggested by the forward-looking statements.
Factors that could cause or contribute to such differences include,
but are not limited to, the duration and scope of the COVID-19
pandemic and impact on the demand for the Company products; the
ability of the Company to obtain needed raw materials and
components from its suppliers; actions governments, businesses, and
individuals take in response to the pandemic, including mandatory
business closures and restrictions on onsite commercial
interactions; the impact of the pandemic and actions taken in
response to the pandemic on global and regional economies and
economic activity; the pace of recovery when the COVID-19 pandemic
subsides; general economic uncertainty in key global markets and a
worsening of global economic conditions or low levels of economic
growth; the effects of steps that the Company could take to reduce
operating costs; the inability of the Company to sustain profitable
sales growth, convert inventory to cash, or reduce its costs to
maintain competitive prices for its products; circumstances or
developments that may make the Company unable to implement or
realize the anticipated benefits, or that may increase the costs,
of its current and planned business initiatives; and those factors
detailed by LightPath Technologies, Inc. in its public filings with
the Securities and Exchange Commission, including its Annual Report
on Form 10-K and its Quarterly Report on Form 10-Q. Should one or
more of these risks, uncertainties, or facts materialize, or should
underlying assumptions prove incorrect, actual results may vary
materially from those indicated or anticipated by the
forward-looking statements contained herein. Accordingly, you are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date they are made.
Forward-looking statements should not be read as a guarantee of
future performance or results and will not necessarily be accurate
indications of the times at, or by, which such performance or
results will be achieved. Except as required under the federal
securities laws and the rules and regulations of the Securities and
Exchange Commission, we do not have any intention or obligation to
update publicly any forward-looking statements, whether as a result
of new information, future events, or otherwise.
###
Investor
Relations Contact:
Jordan Darrow
Darrow Associates
Tel: 512-551-9296
jdarrow@darrowir.com