Current Report Filing (8-k)
April 14 2020 - 4:06PM
Edgar (US Regulatory)
UNITED STATES
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 report (Date of earliest event
reported): April 8, 2020
IDEAL POWER INC.
(Exact name of registrant as specified in
Charter)
Delaware
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001-36216
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14-1999058
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(State or other jurisdiction of
incorporation or organization)
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(Commission File No.)
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(IRS Employee Identification No.)
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4120 Freidrich Lane, Suite 100
Austin, Texas, 78744
(Address of Principal Executive Offices)
512-264-1542
(Issuer Telephone number)
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).
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Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR240.14a-12)
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).
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Pre-commencement communications
pursuant to Rule 13e-(c) under the Exchange Act (17 CFR 240.13(e)-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol
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Name of
each exchange on which registered
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Common Stock
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IPWR
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Nasdaq Capital Market
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange
Act of 1934 (17 CFR §240.12b-2).
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. ¨
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Item 5.02.
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Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On April 8, 2020, Dr. Lon E. Bell, the Chief Executive Officer,
President and Chairman of the Board of Ideal Power Inc. (the “Company”) retired as President and Chief Executive Officer
of the Company. Dr. Bell will continue as Chairman of the Board through the remainder of his current term.
In addition, on April 8, 2020, the Board of Directors of the
Company (the “Board”) appointed R. Daniel Brdar as the President and Chief Executive Officer of the Company. Mr. Brdar
previously served as the BTRAN Chief Commercial Officer of the Company. Mr. Brdar is also a member of the Board.
R. Daniel Brdar, age 60, served as BTRAN Chief Commercial Officer
since April 2018. Mr. Brdar originally joined the Company in January 2014, where he served as our Chief Executive Officer and President
until April 2018 and served as Chairman of the Board until March 2017. He has over 25 years of experience in the power systems
and energy industries and has held a variety of leadership positions during his career. Prior to joining the Company, Mr. Brdar
was Chief Operating Officer of Petra Solar Inc. from March 2011 to May 2013. From January 2006 to February 2011, Mr. Brdar was
Chief Executive Officer of FuelCell Energy, Inc., a publicly traded company. Mr. Brdar also served as President of Fuel Cell Energy,
Inc. (Nasdaq:FCEL) from August 2005 to February 2011 and Chairman of the Board of Directors from January 2007 until April 2011.
Prior to his employment with FuelCell Energy, Inc., which began in 2000, Mr. Brdar held management positions at General Electric
Power Systems from 1997 to 2000 where he focused on new product introduction programs and was product manager for its gas turbine
technology. Mr. Brdar was Associate Director, Office of Power Systems Product Management at the U.S. Department of Energy where
he held a variety of positions from 1988 to 1997, including directing the research, development and demonstration of advanced power
systems, including gas turbines, gasification systems and fuel cells. Mr. Brdar received a B.S. in Engineering from the University
of Pittsburgh in 1981.
In connection with his appointment as President and Chief
Executive Officer, the Company and Mr. Brdar entered into a Second Revised and Restated Employment Agreement (the
“Employment Agreement”), pursuant to which Mr. Brdar will be entitled to the same compensation and benefits he
was previously entitled to as the BTRAN Chief Commercial Officer of the Company, except he will be entitled to severance benefits for 12 months upon a qualifying termination. The foregoing description of the Employment
Agreement is qualified in its entirety by reference to the Employment Agreement, a copy of which is attached as Exhibit 10.1
hereto, and is incorporated by reference herein.
As Chairman of the Board, Dr. Bell will receive the same compensation
of $49,920 per year, pro-rated for the remainder of his term, as he was previously entitled to as the Chief Executive Officer of
the Company.
On April 14, 2020, the Company issued a press release announcing
the above management changes. A copy of the press release is attached as Exhibit 99.1.
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ITEM 9.01.
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FINANCIAL STATEMENTS AND EXHIBITS.
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(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto
duly authorized.
Dated: April 14, 2020
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IDEAL POWER INC.
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By:
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/s/ Timothy Burns
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Timothy Burns
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Chief Financial Officer
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