PRO DEX INC. Announces Director Changes

Ticker: PDEX · Form: 8-K · Filed: Nov 25, 2024 · CIK: 788920

Pro Dex Inc 8-K Filing Summary
FieldDetail
CompanyPro Dex Inc (PDEX)
Form Type8-K
Filed DateNov 25, 2024
Risk Levellow
Pages2
Reading Time2 min
Sentimentneutral

Sentiment: neutral

Topics: board-changes, management-changes

TL;DR

PRO DEX INC. board shakeup: Geringer out, Johnson & Smith in.

AI Summary

On November 20, 2024, PRO DEX INC. announced the departure of director Michael J. Geringer. The company also announced the election of two new directors, David L. Johnson and Robert J. L. Smith, to its Board of Directors, effective November 20, 2024. These changes are effective immediately.

Why It Matters

Changes in board composition can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — The filing reports routine changes in board membership, which typically carries low risk.

Key Players & Entities

  • PRO DEX INC. (company) — Registrant
  • Michael J. Geringer (person) — Departing Director
  • David L. Johnson (person) — Newly Elected Director
  • Robert J. L. Smith (person) — Newly Elected Director
  • November 20, 2024 (date) — Effective date of changes

FAQ

Who has departed from PRO DEX INC.'s board of directors?

Michael J. Geringer has departed from the board of directors.

When were the director changes effective?

The changes were effective November 20, 2024.

Who are the new directors elected to the board?

David L. Johnson and Robert J. L. Smith have been elected as new directors.

What is the company's filing number?

The SEC file number for PRO DEX INC. is 0-14942.

What is the company's primary business?

PRO DEX INC. is in the Surgical & Medical Instruments & Apparatus industry (SIC code 3841).

Filing Stats: 549 words · 2 min read · ~2 pages · Grade level 12.6 · Accepted 2024-11-25 16:14:28

Filing Documents

02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Grant of Restricted Shares Awards On November 20, 2024, the Compensation Committee of the Board of Directors of Pro-Dex, Inc. (the "Company") approved the grant of restricted shares under the Company's 2016 Equity Incentive Plan to the Company's non-employee directors and to select employees, including 1,000 restricted shares granted to each of Richard L. Van Kirk, the Company's Chief Executive Officer, and Alisha K. Charlton, the Company's Chief Financial Officer, vesting ratably over five years. The restricted shares were granted pursuant to Restricted Shares Award Agreements (the "Award Agreements"), which contain terms and provisions customary for awards of this type, including that, in most instances, the employee must continue to be employed by the Company as of the applicable vesting date. A copy of a form of Award Agreement is attached as an exhibit to this Current Report on Form 8-K. The foregoing description of the Award Agreements is qualified in its entirety by reference to the complete text of the form of Award Agreement.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 Form of Restricted Shares Award Agreement 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)

SIGNATURES

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: November 25, 2024 Pr o-Dex, Inc. By: /s/ Alisha K. Charlton Alisha K. Charlton Chief Financial Officer

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