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): | August 17, 2022 | |
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Exact Name of Registrant as Specified in Its Charter: | CALAMP CORP. | |
Delaware | | 0-12182 | | 95-3647070 |
State or Other Jurisdiction of | | Commission | | I.R.S. Employer |
Incorporation or Organization | | File Number | | Identification No. |
Address of Principal Executive Offices: | 15635 Alton Parkway, Suite 250 | |
| Irvine, CA 92618 | |
Registrant's Telephone Number, Including Area Code: | (949) 600-5600 | |
Former Name or Former Address, if Changed Since Last Report: | Not applicable | |
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 240.14.a-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 | | Trading Symbol(s) | | Name of each exchange on which registered |
Common stock, $0.01 per share | | CAMP | | Nasdaq Global Select 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. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 17, 2022, CalAmp Corp. (the “Company”) entered into a letter agreement with Kurt Binder, the Company’s Executive Vice President and Chief Financial Officer, pursuant to which Mr. Binder will be eligible to receive a $150,000 special cash performance bonus. The bonus will be paid to Mr. Binder no later than May 31, 2023, subject to the satisfaction of certain Company performance conditions and his continued employment through, or termination of employment without “cause” or for “good reason” (each, as defined in his employment agreement) prior to, February 28, 2023.
The foregoing summary of the letter agreement is qualified in its entirety by the terms of the letter agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be filed on its behalf by the undersigned hereunto duly authorized.
| | | | CALAMP CORP. | |
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| August 23, 2022 | | By: /s/ Jeffrey R. Gardner | |
| Date | | | Jeffrey R. Gardner | |
| | | | President and Chief Executive Officer |
| | | | (Principal Executive Officer) |
