Byrna Technologies Appoints New CFO, Elects Directors

Ticker: BYRN · Form: 8-K · Filed: 2024-11-21T00:00:00.000Z

Sentiment: neutral

Topics: management-change, board-election, executive-compensation

TL;DR

Byrna Tech gets a new CFO (Feinberg, $250k salary) and two new board members.

AI Summary

Byrna Technologies Inc. announced on November 20, 2024, the appointment of a new Chief Financial Officer, Mr. Jonathan D. Feinberg, effective November 20, 2024. Mr. Feinberg will receive an annual base salary of $250,000 and will be eligible for a discretionary annual bonus. The company also reported on the election of two new directors, Mr. David R. Gorder and Mr. Michael J. Muldowney, to its Board of Directors.

Why It Matters

The appointment of a new CFO and the election of new directors can signal strategic shifts or governance changes within the company, potentially impacting its financial strategy and operational direction.

Risk Assessment

Risk Level: medium — Changes in key executive positions and board composition can introduce uncertainty regarding future strategy and performance.

Key Numbers

Key Players & Entities

FAQ

What is the effective date of Jonathan D. Feinberg's appointment as CFO?

Jonathan D. Feinberg's appointment as Chief Financial Officer is effective November 20, 2024.

What is the annual base salary for the new CFO?

The annual base salary for Mr. Jonathan D. Feinberg is $250,000.

Who are the newly elected directors to Byrna Technologies' Board?

The newly elected directors are Mr. David R. Gorder and Mr. Michael J. Muldowney.

Are there any other compensatory arrangements for the new CFO mentioned?

Yes, Mr. Feinberg will be eligible for a discretionary annual bonus.

What is the primary purpose of this 8-K filing?

This 8-K filing reports on the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers.

Filing Stats: 985 words · 4 min read · ~3 pages · Grade level 14.1 · Accepted 2024-11-21 16:16:51

Key Financial Figures

Filing Documents

02

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As reported below in Item 5.07, on November 20, 2024, Byrna Technologies Inc. (the "Company") held its 2024 Annual Meeting of Stockholders (the "Annual Meeting") where the stockholders of the Company approved an amendment to the Company's Amended and Restated 2020 Equity Incentive Plan (the "Plan") to increase the number of shares available for issuance thereunder by 2,375,000 shares and to prohibit the payment or accrual of dividends on unvested or unexercised stock options, stock appreciation rights and stock bonus awards (the "Plan Amendment"). The Plan Amendment was included as Proposal 3 in the Company's definitive proxy statement filed with the Securities and Exchange Commission on October 21, 2024 , as supplemented on November 1, 2024 (the "Proxy Statement"). A copy of the Plan, as amended to reflect the Plan Amendment, is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

07

Item 5.07 Submission of Matters to a Vote of Security Holders. On November 20, 2024, the Company held the Annual Meeting. At the Annual Meeting, the Company's stockholders voted on the following proposals: (i) the election of five Directors for a one-year term, such term to continue until the annual meeting of stockholders in 2025 or until such directors' successors are duly elected and qualified or until their earlier resignation or removal; (ii) the ratification of the appointment of EisnerAmper LLP as the Company's independent registered public accounting firm for the fiscal year ending November 30, 2024; (iii) the approval of the Plan Amendment; and (iv) the approval, by non-binding vote, the Company's executive compensation; and The voting results are reported below. Proposal 1 - Election of Directors Bryan Ganz, Herbert Hughes, Chris Lavern Reed, Leonard Elmore, and Emily Rooney were elected as Directors for a one-year term, such term to continue until the annual meeting of stockholders in 2025 and until such Directors' successors are duly elected and qualified or until their earlier resignation or removal. Due to the voting requirement of a majority of votes cast, withheld votes and broker non-votes did not count as votes against. The results of the election were as follows: Name Votes For Votes Against Votes Withheld Broker Non-Votes Bryan Ganz 12,140,577 127,596 15,808 6,295,579 Herbert Hughes 12,105,527 163,406 15,048 6,295,579 Chris Lavern Reed 12,012,924 250,381 20,676 6,295,579 Leonard Elmore 10,389,848 1,874,135 19,998 6,295,579 Emily Rooney 10,786,897 1,477,338 19,746 6,295,579 Proposal 2 - Ratification of the Appointment of EisnerAmper LLP The appointment of EisnerAmper LLP as the Company's independent registered public accounting firm for the fiscal year ending November 30, 2024 was ratified. There were no broker non-votes on this proposal. The results of the vote were as follows: Votes For Votes

01

Item 9.01

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Title 10.1 Byrna Technologies, Inc. Amended and Restated 2020 Equity Incentive Plan, as amended (incorporated herein by reference to Annex A to the Registrant's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on October 21, 2024). 104 Cover Page Interactive Data File (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. BYRNA TECHNOLOGIES INC. Date: November 21, 2024 By: /s/ Bryan Ganz Name: Bryan Ganz Title: Chief Executive Officer

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