false 0000722313 0000722313 2023-12-22 2023-12-22
 
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):  December 22, 2023
 
NORTECH SYSTEMS INCORPORATED
(Exact name of registrant as specified in charter)
 
Minnesota
  
0-13257
  
41-1681094
(State or other jurisdiction
  
(Commission
  
IRS Employer
of incorporation)
  
File Number)
  
Identification No.)
 
7550 Meridian Circle N. Ste 150, Maple Grove, MN 55369
(Address of principal executive offices)
 
(952) 345-2244
(Registrant’s telephone number, including area code)
 
Not Applicable
(Former name or former address, if changed from last report)
 
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):
 
☐
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 14-2(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:
 
Title of each class:
  
Trading Symbol(s)
  
Name of each exchange on which registered:
Common Stock, par value $.01 per share
  
NSYS
  
NASDAQ Capital Market
 
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. ☐
 
 
 
 
 
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.
 
 
(b)     On December 22, 2023, Steven Rosenstone, a member of the Board of Directors (the “Board”) of Nortech Systems, Incorporated (the “Company”), notified the Board that he would not stand for re-election as a member of the Board for the 2024-2025 period. Mr. Rosenstone will carry out the remainder of his term which will end at the conclusion of the annual meeting of shareholders of the Company on May 15, 2024. Mr. Rosenstone's decision was not the result of any disagreement with the Company.
 
 
Item 9.01.
Financial Statements and Exhibits
 
(d) Exhibits.
 
Exhibit No.
Description of Exhibit
 
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date: December 26, 2023
 
 
Nortech Systems Incorporated
 
(Registrant)
   
 
/s/ Andrew D. C. LaFrence
 
Andrew D. C. LaFrence
   
  Chief Financial Officer and Senior Vice President of Finance
 
(Principal Financial and Accounting Officer)
 
 
2
v3.23.4
Document And Entity Information
Dec. 22, 2023
Document Information [Line Items]  
Entity, Registrant Name NORTECH SYSTEMS INCORPORATED
Document, Type 8-K
Document, Period End Date Dec. 22, 2023
Entity, Incorporation, State or Country Code MN
Entity, File Number 0-13257
Entity, Tax Identification Number 41-1681094
Entity, Address, Address Line One 7550 Meridian Circle N. Ste 150
Entity, Address, City or Town Maple Grove
Entity, Address, State or Province MN
Entity, Address, Postal Zip Code 55369
City Area Code 952
Local Phone Number 345-2244
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock
Trading Symbol NSYS
Security Exchange Name NASDAQ
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0000722313
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