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
March 26, 2019
Date of Report (Date of earliest event reported)
BALLANTYNE STRONG, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 1-13906 | 47-0587703 | ||
| (State or other jurisdiction of | (Commission | (IRS Employer | ||
| incorporation or organization) | File No.) | Identification Number) |
| 11422 Miracle Hills Drive, Suite 300 | ||
| Omaha, Nebraska | 68154 | |
| (Address of principal executive offices) | (Zip Code) |
(402) 453-4444
(Registrant’s telephone number including area code)
Not Applicable
(Former name or former address, if changed since 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 14d-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)) |
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. [ ]
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously announced, on November 16, 2018, Ballantyne Strong, Inc. (the “Company”) entered into a consulting agreement (the “Consulting Agreement”) with Lance V. Schulz, former Senior Vice President, Chief Financial Officer and Treasurer, pursuant to which Mr. Schulz agreed to provide consulting services to the Company through March 31, 2019, at the rate of $26,683 per month, pro-rated for any partial month. On March 26, 2019, the Company and Mr. Schulz agreed to extend the Consulting Agreement beyond March 31, 2019 on a month-to-month basis at the same rate, pro-rated for any partial month. Either party may terminate the Consulting Agreement at any time.
The foregoing description of the Amendment to the Consulting Agreement is qualified in its entirety by reference to the full text of the Amendment to the Consulting Agreement, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 10.1 | Amendment, dated March 26, 2019, to Consulting Agreement, dated November 16, 2018, by and between Ballantyne Strong, Inc. and Lance V. Schulz. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BALLANTYNE STRONG, INC. | ||
| Date: March 27, 2019 | By: | /s/ Mark D. Roberson |
| Mark D. Roberson | ||
Executive Vice President and Chief Financial Officer | ||
Exhibit 10.1
AMENDMENT TO CONSULTING AGREEMENT
This AMENDMENT TO CONSULTING AGREEMENT (this “Amendment”) is made as of March 26, 2019 by and between Ballantyne Strong, Inc., a Delaware corporation (the “Company”), and Lance V. Schulz, an individual (the “Consultant”).
This Amendment amends the Consulting Agreement, dated November 16, 2018, by and between the Company and the Consultant (the “Agreement”).
NOW, THEREFORE, the parties hereby agree as follows:
1. Term. The term of the Agreement is hereby extended beyond March 31, 2019 on a month-to-month basis. Either party may terminate this Agreement at any time during the term hereof upon notice to the other party. The compensation payable to the Consultant under the Agreement shall be pro-rated for any partial month and shall be payable through the date of termination of the Agreement.
2. Amendment. This Amendment amends the Agreement, which shall remain in full force and effect in accordance with its terms except as amended hereby.
3. Entire Agreement. The Agreement, as amended by this Amendment, constitutes the entire agreement between the parties relating to the subject matter thereof and hereof, and such agreement supersedes all proposals or agreements, written or oral, and all other communications between the parties relating to such subject matter.
4. Counterparts. This Agreement may be executed in multiple counterparts, which, when taken together, shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
| BALLANTYNE STRONG, INC. | CONSULTANT | ||
| By: | /s/ Mark D. Roberson | /s/ Lance V. Schulz | |
| Name: | Mark D. Roberson | Lance V. Schulz | |
| Title: | CFO | ||