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    Amendment: American Shared Hospital Services filed SEC Form 8-K: Leadership Update

    7/2/25 1:55:02 PM ET
    $AMS
    Medical Specialities
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    asha20250701_8ka.htm
    Form 8-K/A date of report 04-03-25 true 0000744825 0000744825 2025-04-03 2025-04-03
     
    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C. 20549
     
    FORM 8-K/A
    Amendment No. 1 
     
    CURRENT REPORT
    Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
     
    Date of report (Date of earliest event reported): April 3, 2025
     
    AMERICAN SHARED HOSPITAL SERVICES
    (Exact Name of Registrant as Specified in Its Charter)
     
    California
     
    1-08789
     
    94-2918118
    (State or Other Jurisdiction
    of Incorporation)
     
    (Commission
    File Number)
     
    (IRS Employer
    Identification No.)
       
    601 Montgomery Street, Suite 850
    San Francisco, California
     
    94111
    (Address of Principal Executive Offices)
     
    (Zip Code)
     
    Registrant’s telephone number, including area code: (415) 788-5300 
     
    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:
     
    ☐
    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
     
    Name of Each Exchange on Which Registered
    American Shared Hospital Services Common Stock, No Par Value
     
    AMS
     
    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 of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
     
    As previously disclosed, on April 3, 2025, American Shared Hospital Services (the “Company”) appointed Gary Delanois to serve as the Company’s Chief Executive Officer. At that time, the changes to Mr. Delanois’ compensation in connection with his appointment as Chief Executive Officer had not yet been determined. The Company is filing this amendment to the Current Report on Form 8-K filed on April 4, 2025 to disclose the compensation adjustments made in connection with Mr. Delanois’ appointment.
     
    On June 26, 2025, the Company’s compensation committee determined that Mr. Delanois will receive an annual base salary of $425,000 effective July 2, 2025. Mr. Delanois’ previous annual base salary was $325,000. Mr. Delanois will also be eligible to receive a performance bonus based on the attainment of performance goals in 2025 pursuant to a Variable Compensation Plan with a target performance bonus equal to 50% of his base salary.
     
     

     
     
    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.
     
     
        AMERICAN SHARED HOSPITAL SERVICES         
        (Registrant)
         
         
    Dated: July 2, 2025 By: /s/ Raymond C. Stachowiak
        Raymond C. Stachowiak
        Executive Chairman of the Board
     
     
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