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
April 29, 2020
Date of Report (Date of earliest event reported)
BALLANTYNE STRONG, INC.
(Exact name of registrant as specified in its charter)
| Delaware | | 1-13906 | | 47-0587703 |
| (State or other jurisdiction of | | (Commission | | (IRS Employer |
| incorporation or organization) | | File No.) | | Identification Number) |
| 4201 Congress Street, Suite 175 | | |
| Charlotte, North Carolina | | 28209 |
| (Address of principal executive offices) | | (Zip Code) |
(704) 994-8279
(Registrant’s telephone number including area code)
Not Applicable
(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) |
| [ ] | 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 Exchangeon Which Registered |
| Common Shares, $.01 par value | | BTN | | NYSE American |
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 or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 29, 2020, in response to the impact of the COVID-19 pandemic on the Company, the economy and the industry, each executive officer of Ballantyne Strong, Inc. (the “Company”) agreed to a temporary reduction in the base salaries otherwise payable to the executive officers. On April 30, 2020, the Board of Directors of the Company approved these reductions. Mark D. Roberson, Chief Executive Officer of the Company, and Ray F. Boegner, President of Strong Entertainment, have agreed to a 60% reduction in each of their salaries, and Todd R. Major, Chief Financial Officer of the Company, has agreed to a 25% reduction of his salary. Following such reductions, Messrs. Roberson’s, Boegner’s and Major’s annual base salary rates are $100,000, $110,000, and $150,000, respectively.
The base salary reductions are effective from April 13, 2020 (which is the beginning of the Company’s current pay period) until June 30, 2020. The base salary reductions are expected to be temporary until the Company resumes normal operations.
The Company entered into letter agreements with Messrs. Roberson, Boegner and Major regarding the salary reductions. The description set forth above is qualified in its entirety by the full text of the letter agreements, which are attached to this Current Report on Form 8-K as Exhibits10.1,10.2 and10.3 and are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | BALLANTYNE STRONG, INC. |
| | | |
| Date: April 30, 2020 | By: | /s/ Todd R. Major |
| | | Todd R. Major |
| | | Chief Financial Officer |
