UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 9, 2020
Luna Innovations Incorporated
(Exact name of registrant as specified in its charter)
301 1st Street SW, Suite 200
Roanoke, VA 24011
(Address of principal executive offices, including zip code)
540-769-8400
(Registrant’s telephone number, including area code)
(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)) |
Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
Title of each class | Trading Symbol | Name of each exchange on which registered |
Common Stock, $0.001 par value per share | LUNA | The Nasdaq Stock Market LLC |
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 April 9, 2020, Michael W. Wise notified the board of directors (the “Board”) of Luna Innovations Incorporated (the “Company”) of his intent to retire from the Board and to not stand for re-election at the 2020 Annual Meeting of Stockholders to be held on May 11, 2020. Mr. Wise has served on the Board since 2011.
Item 7.01. | Regulation FD Disclosure. |
On April 9, 2020, the Company issued a press release announcing Mr. Wise’s decision to retire. A copy of this press release is furnished herewith as Exhibit 99.1 to this Current Report. The information contained in the press release furnished as Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is not incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in any such filing.
Item 9.01. | Financial Statements and Exhibits |
(d) | Exhibits. |
Exhibit | Description | |
99.1 | ||
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.
Luna Innovations Incorporated | ||
By: | /s/ Scott A. Graeff | |
Scott A. Graeff President and Chief Executive Officer | ||
Date: April 9, 2020
Luna Innovations Announces Michael W. Wise
To Retire From Board of Directors
(ROANOKE, VA, April 9, 2020) – Luna Innovations Incorporated (NASDAQ: LUNA) today announced that director Michael W. Wise notified the Company of his decision to retire from its Board of Directors, and therefore will not stand for re-election at the 2020 Annual Meeting of Stockholders. Mr. Wise served as a Board member of Luna Innovations from 2011 to 2020.
"Mike has been a trusted mentor and confidante to me, and a great leader to the Luna team, over many years," said Scott Graeff, President and CEO of Luna Innovations. “He was instrumental in providing strategic advice, business expertise and oversight on behalf of our shareholders for many years, and we’re grateful for his strong guidance. The company was at a critical juncture when I took over as CEO, and Mike was both a strong sounding board for me as well as a well-respected thought leader within the Roanoke community. I know he will remain engaged as a large shareholder of Luna.”
Rich Roedel, Chairman, Luna Innovations Board of Directors, said: “On behalf of my fellow directors and the Luna Innovations team, I want to thank Mike for his numerous and valuable contributions to Luna. Years ago, when Mike joined the Board, it was at a key time when Luna needed hands-on leadership to help guide us through some challenging moments, and Mike was one of those outstanding, Roanoke-based leaders. We are very grateful to Mike for his outstanding Directorship throughout the years, and we wish he and his family the very best.”
About Luna
Luna Innovations, Incorporated (www.lunainc.com) is a leader in optical technology, providing unique capabilities in high-performance, fiber optic-based, test products for the telecommunications industry and distributed fiber optic-based sensing for the aerospace and automotive industries. Luna is organized into two business segments, which work closely together to turn ideas into products: a Technology Development segment and a Products and Licensing segment. Luna’s business model is designed to accelerate the process of bringing new and innovative technologies to market.
Investor Contacts:
Jane Bomba Sally J. Curley
Luna Innovations Incorporated Luna Innovations Incorporated
Phone: 303-829-1211 614-530-3002
Email: IR@lunainc.com IR@lunainc.com
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