UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
|
|
|
|
|
|
|
(State or Other Jurisdiction of Incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer Identification No.) |
|
|
|
|
|
(Address of principal executive offices) |
|
(Zip Code) |
+1
(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:
|
|
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 communication pursuant to Rule 13e-4© under the Exchange Act (17 CFR 240.13e-4©) |
Securities Registered Pursuant to Section 12(b) of the Act:
|
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
|
|
|
The |
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.
On February 27, 2024, the Board of Directors (the “Board”) of ClearOne, Inc. (the “Company”), appointed Jayashree Raghunathan as the Company’s interim Chief Financial Officer to serve as the Company’s principal financial officer and principal accounting officer on an interim basis. Ms. Raghunathan joined the Company as a Senior Manager in July 2018 and has served as the Company’s Controller since October 2019. Ms. Raghunathan, age 53, has been a Chartered Accountant in India since 1996 and has over twenty years of work experience in the field of accounting. There is no arrangement between Ms. Raghunathan and any other persons in connection with Ms. Raghunathan’s appointment as interim Chief Financial Officer, and Ms. Raghunathan has no family relationship with any director or executive officer of the Company. Ms. Raghunathan has no direct or indirect material interest in any transaction with the Company that is reportable under Item 404(a) of Regulation S-K, nor have any such transactions been proposed.
In connection with her appointment as interim Chief Financial Officer, the Board of Directors approved an annual base salary for Ms. Raghunathan of 4,904,400 Indian Rupees (INR) which is approximately $59,170. Pursuant to the Company’s certificate of incorporation and bylaws, the Company also has agreed to indemnify Ms. Raghunathan to the fullest extent permitted by applicable law with respect to any claims, actions, suits or proceedings, whether civil, criminal, administrative or investigative, by reason of the fact that she is or was an officer of the Company.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
|
Exhibit Number |
|
Exhibit Title |
|
104.1 |
|
The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. |
|
|
|
|
Certain information included in this Current Report on Form 8-K (including the exhibit hereto) is being furnished under Item 7.01, “Regulation FD Disclosure” and Item 9.01 “Financial Statements and Exhibits” of Form 8-K. As such, the information (including the exhibit) under Items 7.01 and 9.01 herein shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. This Current Report (including the exhibit hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.
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.
|
|
CLEARONE, INC. | |
|
|
|
|
|
Date: March 01, 2024 |
By: |
/s/ Derek Graham |
|
|
|
Derek Graham |
|
|
|
Chief Executive Officer |