UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
As previously disclosed, on May 24, 2018, Manitex International, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Tadano Ltd., a Japanese company (“Tadano”). Pursuant to the Purchase Agreement, so long as Tadano owns at least 10% of the issued and outstanding shares of the Company’s common stock, Tadano will have the right to nominate one individual to serve on the Company’s board of directors (the “Board”), and the Company will nominate and recommend Tadano’s nominee at each election of directors. Pursuant to this arrangement and upon nomination by Tadano, Takashi Kiso has served as a director of the Company since January 30, 2023.
On January 24, 2024, Mr. Kiso notified the Company of his resignation from the Board, effective upon the appointment of Tadano’s successor nominee to the Board. Mr. Kiso’s resignation was not due to a disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Pursuant to the Purchase Agreement, Tadano nominated Shinichi Iimura, the CEO and President of Tadano America Holdings, as its successor nominee, and upon such nomination by Tadano, the Company appointed Mr. Iimura to the Board, effective January 30, 2024. Mr. Iimura will serve as a director until the next annual meeting of shareholders of the Company or until his successor is duly elected and qualified. Mr. Iimura has not been appointed to any committees of the Board. Mr. Iimura will receive the standard compensation for non-employee directors pursuant to the Company’s Non-Employee Director Plan, consisting of $10,000 cash fees per quarter and periodic equity grants pursuant to the Company’s 2019 Equity Incentive Plan.
| Item 8.01. | Other Items. |
On January 24, 2024, the Company issued a press release regarding the resignation of Mr. Kiso from the Board and appointment of Mr. Iimura to the Board. A copy of the Company’s press release is attached hereto as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit |
Description | |
| 99.1 | Press Release dated January 24, 2024. | |
| 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 Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MANITEX INTERNATIONAL, INC. | ||
| By: | /s/ JOSEPH DOOLAN | |
| Name: | Joseph Doolan | |
| Title: | Chief Financial Officer | |
Date: January 24, 2024