UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
| WASHINGTON, DC 20549 |
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| FORM 8-K |
| CURRENT REPORT PURSUANT |
| TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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| Date of report (Date of earliest event reported): March 31, 2017 |
root9B Holdings, Inc. |
| (Exact Name of Registrant as Specified in Its Charter) |
| Delaware | | 000-50502 | | 20-0443575 |
| (State or Other Jurisdiction of Incorporation or Organization) | | (Commission File Number) | | (IRS Employer Identification No.) |
102 N. Cascade Avenue, Suite 220 Colorado Springs, CO | | 80919 |
(Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (602) 889 1137 |
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N/A |
| (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) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously disclosed on the Current Report on Form 8-K filed with the Securities and Exchange Commission on January 26, 2017 by root9B Holdings, Inc. (the “Company”), Gregory Morris announced his intention to resign from the Company’s Board of Directors (the “Board”) and all committees thereof, effective April 1, 2017. On March 31, 2017, Mr. Morris indicated that he would not deliver his resignation letter to the Board on April 1, 2017. Mr. Morris will continue to serve as a member of the Board, member of the Audit Committee of the Board, and chair of the Compensation Committee of the Board.
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, thereunto duly authorized.
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| | | | | ROOT9B HOLDINGS, INC. |
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| Dated: April 5, 2017 | | | | By: | | |
| | | | | | | Name: | | Dan Wachtler |
| | | | | | | Title: | | President & Chief Operating Officer |
