PCS Edventures! Reports Director, Officer, and Bylaw Changes

TL;DR

PCS Edventures! board shakeup, officer changes, and bylaw updates filed. Expect news.

AI Summary

PCS Edventures!, Inc. filed an 8-K on September 30, 2025, reporting events as of September 26, 2025. The filing indicates changes related to the departure of directors, election of directors, appointment of officers, and compensatory arrangements for certain officers. It also covers amendments to articles of incorporation or bylaws, changes in fiscal year, Regulation FD disclosures, and other events, including financial statements and exhibits.

Why It Matters

This filing signals potential shifts in the company's leadership and governance structure, which could impact strategic direction and operational execution.

Risk Assessment

Risk Level: medium — Changes in directors and officers, along with potential bylaw amendments, can indicate internal shifts that may affect company strategy and performance.

Key Players & Entities

• PCS Edventures!, Inc. (company) — Registrant
• September 26, 2025 (date) — Earliest event reported date
• September 30, 2025 (date) — Filing date

FAQ

Key Financial Figures

• $132,500 — dsoe, the Company's President, received $132,500 salaried compensation for his service i

Filing Documents

• form8-k.htm (8-K) — 49KB
• 0001493152-25-016285.txt ( ) — 208KB
• pcsv-20250926.xsd (EX-101.SCH) — 3KB
• pcsv-20250926_lab.xml (EX-101.LAB) — 33KB
• pcsv-20250926_pre.xml (EX-101.PRE) — 22KB
• form8-k_htm.xml (XML) — 3KB

From the Filing

UNITED 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 earliest event reported: September 26, 2025 PCS Edventures!, Inc. (Exact name of Registrant as specified in its charter) N/A (Former name or address, if changed since last report) Idaho 000-49990 82-0475383 (State or Other Jurisdiction Of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 941 S. Industry Way Meridian , Idaho 83642 (Address of Principal Executive Offices, Including Zip Code) (208) 343-3110 (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 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: None. 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 and 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. Section 5 – Corporate Governance and Management. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Director Election : The following directors were elected at the Company's annual meeting that was held at our principal executive offices on September 26, 2025, and which was conducted online (the "2025 Annual Meeting"), where a majority of our shareholders were present either in person or by proxy, constituting a quorum of our shareholders under Article II, Section 7 of our Third Amended Bylaws: Todd R. Hackett, Michael J. Bledsoe and Sean P. Iddings. These directors will serve until the next annual meeting of our shareholders in 2026 or until their successors are elected and qualified. Director Committees : As a "smaller reporting company" under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), we are not required to have an Audit Committee, and accordingly, our Board of Directors is responsible for all matters that would customarily be handled by an Audit Committee; our Nominating and Governance Committee currently consists of our current Board members; and our Board of Directors as a whole determines executive compensation. Mr. Hackett received no compensation as CEO and received no compensation as Chairman of our Board of Directors during our fiscal year ended March 31, 2025. Mr. Bledsoe, the Company's President, received $132,500 salaried compensation for his service in this capacity during the fiscal year ended March 31, 2025, and he has been excluded from receiving additional compensation as a Board member. Mr. Iddings, the Company's sole independent director, receives 20,000 shares of our no par value common stock comprised of "restricted securities," as defined in United States Securities and Exchange Commission (the "SEC") Rule 144, per quarter of service, as a member of our Board of Directors; and he was elected as a director when our Board of Directors increased the number of members of our Board of Directors to three (3) members pursuant to Article I, Section 2 of our Third Amended Bylaws, effective January 22, 2025. See our 10-K Annual Report for the fiscal year ended March 31, 2025, which was filed with the SEC on June 30, 2025 (the "Fiscal Year 2025 10-K"), specifically, Part III, Item 11. Executive Compensation, for detailed information about the compensation and outstanding equity awards of our directors and executive officers, a copy of which is available by Hyperlink in Section 9 – Financial Statements and Exhibits, Item 9.01, below, and which is incorporated herein by reference. A copy of our Third Amended Bylaws was filed as Exhibit 3.6 to the Fiscal Year 2025 10-K in Part IV, Item 15. Exhibits, Financial Statements Schedules, and is also incorporated herein by reference. There were no related party transactions during the fiscal year ended March 31, 2025, or to the date hereof. Additional information about our Board of Directors is also contained under the heading "Proposal No. 1, Election of Directors," in our Definitive

View Full Filing

View this 8-K filing on SEC EDGAR