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Pro Dex Inc (PDEX) SEC Filing 8-K Material Event for the period ending Monday, December 20, 2021

Pro Dex Inc

CIK: 788920 Ticker: PDEX
0000788920 false 0000788920 2021-12-20 2021-12-20 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 
 

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): December 20, 2021

 

PRO-DEX, INC.

(Exact name of registrant as specified in charter)

 

Colorado 0-14942 84-1261240
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number)

 

2361 McGaw Avenue

Irvine, California 92614

(Address of principal executive offices, zip code)

 

(949) 769-3200

(Registrant’s telephone number including area code)

 

 

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(b) 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))

 

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 checkmark 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. 

 

Securities registered pursuant to Section 12(b) of the Exchange Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, no par value PDEX NASDAQ Capital Market

 

 
 
 
 

 

 

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On December 20, 2021, the Board of Directors (the “Board”) of Pro-Dex, Inc. (the “Company”) increased the size of the Board from six to seven members. In connection therewith, the Board appointed Angelita (“Angel”) Domingo, age 49, as a director in order to fill the newly created vacancy due to the expansion of the size of the Board, effective as of December 20, 2021. Ms. Domingo also serves as the Company’s Director of Quality Assurance and Regulatory Affairs, a position she has held since April 2014. As Ms. Domingo is an employee of the Company, she does not qualify as an “independent director” as such term is defined in Rule 5605(a)(2) of the Nasdaq Listing Rules.

 

The Company’s Board compensation program, as described in the Company’s Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on October 5, 2021, only provides compensation for non-employee directors. As such, Ms. Domingo will not receive any separate compensation for her service as a director.

 

There was no arrangement or understanding between Ms. Domingo and any other person pursuant to which Ms. Domingo was appointed as a director. Ms. Domingo was not appointed to serve on any committees of the Board.

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit Number   Description
104   Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)

 

 

 
 

 

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.

 

Date:  December 21, 2021 Pro-Dex, Inc.
   
     
  By: /s/ Alisha K. Charlton
    Alisha K. Charlton
    Chief Financial Officer

 

 

 

 

 

 

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Definitive Proxy Statement (Form DEF 14A)
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Pro Dex Inc's Definitive Proxy Statement (Form DEF 14A) filed after their 2021 10-K Annual Report includes:

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  • Board Members
  • Executive Team
  • Salaries, Bonuses, Perks
  • Peers / Competitors

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Financial Statements, Disclosures and Schedules

Inside this 8-K Corporate News

Ticker: PDEX
CIK: 788920
Form Type: 8-K Corporate News
Accession Number: 0001553350-21-001181
Submitted to the SEC: Tue Dec 21 2021 4:01:45 PM EST
Accepted by the SEC: Tue Dec 21 2021
Period: Monday, December 20, 2021
Industry: Surgical And Medical Instruments And Apparatus
Events:
  1. Event for Officers
  2. Financial Exhibit

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