SDCH 8-K
SideChannel, Inc. (SDCH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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.
On April 9, 2024, by unanimous vote of the Board of Directors (the “Board”) of SideChannel, Inc. (the “Company”) passed the following resolutions:
| 1. | The Board has determined to eliminate two of the Committees of the Board of Directors including: | |
| The Compensation Committee comprised of the following directors: Robert Brown, Deborah MacConnel, and Kevin Powers | ||
| The Nomination and Corporate Governance Committee comprised of the following directors: James Hansen, Brian Haugli, Deborah MacConnel, Kevin Powers, and Hugh Regan, Jr. | ||
| 2. | The Board has determined to eliminate all cash compensation paid to its directors. | |
| 3. | The Board has determined to eliminate all stock compensation paid to its directors. No agreements have been entered for this arrangement but are forthcoming. | |
| 4. | The Board has determined to implement an equity incentive plan for its directors. | |
| 5. | The Board has determined to compensate Director Hugh Regan, Jr. at a rate of $7,500 per quarter for services provided as chair of the Audit Committee. No agreements have been entered for this arrangement, but are forthcoming. |
Item 9.01 Financial Statements and Exhibits
(a) Exhibits.
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| SideChannel, Inc. | ||
| Date: April 15, 2024 | By: | /s/ Brian Haugli |
| Name: | Brian Haugli | |
| Title: | Chief Executive Officer | |