Red Cat Holdings, Inc 8-K, filed Jun 4, 2021
Red Cat Holdings, Inc. (RCAT)
About this 8-K
Red Cat Holdings, Inc filed this 8-K on June 4, 2021, reporting on events of June 3, 2021.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- 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): June 3, 2021
RED CAT HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Nevada (State or other jurisdiction of incorporation) |
814-00175 (Commission File Number) |
86-0490034 (I.R.S. Employer Identification No.) |
|
370 Harbour Drive, Palmas del Mar Humacao, PR |
00791 (Zip Code) |
Registrant’s telephone number, including area code: (833) 373-3228
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: |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common stock, par value $0.001 | RCAT | Nasdaq Capital Market |
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. ☐
Section 5 – Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective June 3, 2021, our Board of Directors appointed Allan Evans to serve as our new Chief Operating Officer, effective immediately.
Dr. Allan Evans, our newly-appointed Chief Operating Officer, is a serial entrepreneur with a history of founding and leading technology innovation. He has served as Chief Executive Officer of our subsidiary, Fat Shark Holdings, Ltd. (“Fat Shark”) since 2017 and has more than a decade's worth of experience in design, engineering, and emerging technologies. From August 2017 to October 2020, Dr. Evans served as a board member for Ballast Technologies, a company that specialized in technology for location-based entertainment. In November 2012, he co-founded Avegant, a technology company focused on developing next-generation display technology to enable previously impossible augmented reality experiences. He led design, development, and initial production of the glyph head mounted display and oversaw technology research and patent strategy while serving as Chief Technology Officer of Avegant until 2016.
Dr. Evans received a PhD and M.S. degree in electrical engineering from the University of Michigan and has a B.S. degree from Michigan State University. Dr. Evans has 38 total patents that cover a range of technologies from implantable medical devices to mixed reality headsets. Academically, his work has an h-index of 14, an i-index of 24, and has been cited in almost 800 publications. He has extensive experience with new technologies, engineering, business development, and corporate strategy and his expertise in these areas strengthens the company’s collective knowledge and capabilities.
As described in our Current Report on Form 8-K filed January 13, 2021, Dr. Evans currently serves as the Chief Executive Officer of our subsidiary, Fat Shark Holdings, Ltd., under an Employment Agreement dated January 11, 2021. Following his appointment as our new COO, Mr. Evans will continue serve and be compensated in his role as CEO of Fat Shark Holdings under his existing Employment Agreement. Additional compensation for Mr. Evans’ service as our COO, if any, has not been determined at this time.
Section 7 – Regulation FD
Item 7.01 Regulation FD Disclosure
On June 4, 2021, we released the press release furnished herewith as Exhibit 99.1.
Section 9 – Financial Statements and Exhibits
Item. 9.01. Financial Statements and Exhibits.
| Exhibit No. | Description |
| 99.1 | Press Release |
SIGNATURES
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: June 4, 2021 | RED CAT HOLDINGS, INC. | ||
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| By: | /s/ Jeffrey M. Thompson | ||
| Name: | Jeffrey M. Thompson | ||
| Title: | President and Chief Executive Officer | ||
Exhibit 99.1
Red Cat Holdings Announces Appointment Of Allan Evans As Chief Operating Officer
HUMACAO, Puerto Rico, June 4, 2021 /PRNewswire/ -- Red Cat Holdings, Inc. (Nasdaq: RCAT) ("Red Cat'' or the "Company"), a hardware enabled software provider to the drone industry, announced that Dr. Allan Evans, Chief Executive Officer of Fat Shark Holdings, Ltd. (“Fat Shark”), a wholly owned subsidiary, will transition to the role of Chief Operating Officer of Red Cat, where he will oversee operations for all four subsidiaries.
"I am excited to join Red Cat’s executive management team as Chief Operating Officer. My efforts will focus on strategic planning, coordination, and execution of our company’s future direction,” stated Dr. Evans. “Our strategy is to maintain the organic growth and profitability of our well established consumer brands and services, while cultivating the potential of our enterprise services that aim to empower individuals and organizations to easily manage and utilize fleets of drones.”
“Allan is one of the most knowledgeable and competent experts and engineers in the drone industry.” stated Jeff Thompson, CEO of Red Cat. “We are thrilled to have Allan assume this new role. As a highly trained engineer and executive we are fortunate to have Allan leading our efforts into the future of UAV drone technology.”
Dr. Evans is a serial entrepreneur with a history of founding and leading technology innovation. He has served as CEO of Fat Shark since 2017 and has more than a decade's worth of experience in design, engineering, and emerging technologies. From August 2017 to October 2020, Dr. Evans served as a board member for Ballast Technologies, a company that specializes in technology for location-based entertainment. In November 2012, he co-founded Avegant, a company focused on developing next-generation display technology to enable previously impossible augmented reality experiences. He led design, development, and initial production of the glyph head mounted display and oversaw technology research and patent strategy while serving as Chief Technology Officer of Avegant until 2016.
Dr. Evans holds a PhD and M.S. degree in electrical engineering from the University of Michigan and a B.S. degree from Michigan State University. Dr. Evans has 38 total patents that cover a range of technologies from implantable medical devices to mixed reality headsets. Academically, his work has an h-index of 14, an i-index of 24, and has been cited in almost 800 publications. He has extensive experience with new technologies, engineering, business development, and corporate strategy and his expertise in these areas strengthens the collective knowledge and capabilities of the management team.
About Red Cat Holdings, Inc.
Red Cat provides products, services and solutions to the drone industry through its four wholly owned subsidiaries. Fat Shark Holdings is the leading provider of First Person View (FPV) video goggles to the drone industry. Rotor Riot, LLC is a leader in the sale of FPV drones and equipment, primarily to the consumer marketplace through its digital storefront located at www.rotorriot.com. Rotor Riot enjoys high visibility in social media through its Facebook page and its sponsorship of a professional drone racing team which has won numerous championships. Skypersonic provides software and hardware solutions that enable drones to complete inspection services in locations where GPS is not available, yet still record and transmit data even while being operated from thousands of miles away. Red Cat Propware is developing a Software-as-a-Solution ("SaaS") platform to provide drone flight data analytics and storage, as well as diagnostic products and services. Learn more at https://www.redcatholdings.com/.
Forward Looking Statements
This press release contains "forward-looking statements" that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as "anticipate," "believe," "contemplate," "could," "estimate," "expect," "intend," "seek," "may," "might," "plan," "potential," "predict," "project," "target," "aim," "should," "will" "would," or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on Red Cat Holdings, Inc.'s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully in the section titled "Risk Factors" in the final prospectus related to the public offering filed with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date, and Red Cat Holdings, Inc. undertakes no duty to update such information except as required under applicable law.
Contact:
Chad Kapper
Phone: (818) 906-4701
E-mail: Investors@redcat.red
Website: https://rotorriot.com
Investor Relations Contact
Bruce Haase
RedChip Companies
Phone: (407) 712-8965
Email: bruce@redchip.com