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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
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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 September 28, 2022, Rekor Systems, Inc. (the “Company”) publicly announced that Rodney Hillman will resign, effective September 30, 2022, from his position as Chief Operating Officer of the Company to pursue other interests. Mr. Hillman’s resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
The Company also announced that David Desharnais has been appointed to the position of President and Chief Operating Officer of the Company, effective September 30, 2022. Mr. Desharnais, 50, currently serves as President of the Company, and has over two decades of experience leading growth strategies for technology driven businesses from start-ups to multinational corporations and across multiple industries. Mr. Desharnais will continue to report to the Company’s Chief Executive Officer, Robert A. Berman.
Prior to joining the Company in January 2022, Mr. Desharnais served as Executive Vice President, Chief Digital Product Officer and as a member of the board of directors for IDEMIA, where he was responsible for global strategy and teams across product management, engineering and application development, customer delivery and integration, cybersecurity, data and analytics, strategic alliances and digital labs. Prior to IDEMIA, Mr. Desharnais was an executive at Amazon, where he served as the General Manager of Worldwide Industries for Amazon Web Services (AWS). Prior to Amazon, Mr. Desharnais was an executive at American Express, where he served as Senior Vice President and General Manager for Digital and Commercial Platforms and Global Commercial Payments. Mr. Desharnais graduated summa cum laude with a Bachelor of Science in electrical engineering technology from University of Calgary, and received a Master of Business Administration in strategy, finance, and marketing from the University of Washington, Michael G. Foster School of Business.
In connection with his appointment as President and Chief Operating Officer of the Company, no amendment has been made to the terms of Mr. Desharnais’ previously disclosed employment agreement.
There is no arrangement or understanding between Mr. Desharnais and any other person pursuant to which Mr. Desharnais has been selected as an officer of the Company that would require disclosure under Item 401(b) of Regulation S-K. Additionally, there is no family relationship between Mr. Desharnais and any other person that would require disclosure under Item 401(d) of Regulation S-K. Mr. Desharnais is also not a party to any transactions that would require disclosure under Item 404(a) of Regulation S-K.
Item 7.01. Regulation FD Disclosure.
The press release announcing Mr. Hillman’s resignation from the Company, and the appointment of Mr. Desharnais as President and Chief Operating Officer, is attached hereto as Exhibit 99.1.
The information contained in this Item 7.01 of this Current Report on Form 8-K, including the Press Release, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. Further, such information shall not be deemed incorporated by reference into any reports or filings with the Securities and Exchange Commission, whether made before or after the date hereof, except as expressly set forth by specific reference in such report or filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
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| Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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 hereunto duly authorized.
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| REKOR SYSTEMS, INC. |
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Date: September 28, 2022 |
| /s/ Robert A. Berman |
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| Name: | Robert A. Berman |
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| Title: | Chief Executive Officer |
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