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): February 12, 2024
Red Cat Holdings, Inc.
(Exact name of registrant as specified in its charter)
Nevada
(State or other
jurisdiction of incorporation) | | 001-40202
(Commission
File Number) | | 88-0490034
(I.R.S. Employer
Identification No.) |
15 Ave. Munoz Rivera Ste 2200 San Juan, PR
(Address of principal executive offices) | 00901 (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:
☐ 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 | The 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. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 12, 2024, Joseph Hernon, Chief Financial Officer, principal financial and principal accounting officer of Red Cat Holdings, Inc. (the “Company”), provided notice of his intention to terminate his Executive Employment Agreement. No effective date for such termination was provided. The Company previously disclosed Mr. Hernon’s intention to retire on June 30, 2024, which is the end of the current term of his Executive Employment Agreement. The Company and Mr. Hernon are in discussion over the timing and terms of his departure. He continues to serve as the Company’s Chief Financial Officer, principal financial and principal accounting officer.
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.
| | RED CAT HOLDINGS, INC. | |
| | | | |
| Dated: February 16, 2024 | By: | /s/ Jeffrey Thompson | |
| | | Name: Jeffrey Thompson | |
| | | Title: Chief Executive Officer | |
