QuickLogic Corporation filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits

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Pursuant to Section 13 or 15(d)

 

 

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Registrant’s telephone number, including area code (408) 990-4000

 

 

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):

 

 

 

 

 

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

 

 

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. ☐

 

 

 

(b)         On March 29, 2024, Radhika Krishnan, a Class III director, resigned from the Board of Directors (the “Board”) of QuickLogic Corporation (the “Company”), and from the Compensation Committee of the Board and the Nominating and Corporate Governance Committee of the Board, effective March 31, 2024. Ms. Krishnan resigned to focus on her operator role at Amazon Web Services and did not resign as a result of any disagreement with the Company, its management, the Board or any committee thereof, or with respect to any matter relating to the Company’s operations, policies or practices.

 

At this time, the vacancy created by Ms. Krishnan’s departure will not be filled but may be filled at a later date by the Board. As such, effective March 31, 2024, the Board decreased the number of directors serving on the Board from seven directors to six directors, eliminating the vacancy created by the resignation of Ms. Krishnan. The Board also, effective March 31, 2024, (i) reduced the number of members on the Compensation Committee from four directors to three directors, (ii) reduced the number of members on the Nominating and Corporate Governance Committee from four directors to three directors and (iii) reduced the number of Class III directors from three directors to two directors. Ms. Krishnan’s departure, the reduction in the size of the Board and the Board committees and the reduction of the number of Class III directors does not impact the Company’s compliance with Nasdaq Listing Rules.

 

The Company expresses its gratitude to Ms. Krishnan for her years of invaluable and dedicated service.

 

 

On April 1, 2024, the Company issued a press release announcing the resignation of Radhika Krishnan as a member of its Board. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

 

In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of and general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing. The filing of this Item 7.01 of this Current Report on Form 8-K shall not be deemed an admission as to the materiality of any information herein that is required to be disclosed solely by reason of Regulation FD.

 

 

(d) Exhibits.

 

 

 

 

 

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.