Attached files
| file | filename |
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| EX-99 - EXHIBIT 99.5 - IMAGEWARE SYSTEMS INC | ex99-5.htm |
| EX-99 - EXHIBIT 99.4 - IMAGEWARE SYSTEMS INC | ex99-4.htm |
| EX-99 - EXHIBIT 99.3 - IMAGEWARE SYSTEMS INC | ex99-3.htm |
| EX-99 - EXHIBIT 99.2 - IMAGEWARE SYSTEMS INC | ex99-2.htm |
| EX-99 - EXHIBIT 99.1 - IMAGEWARE SYSTEMS INC | ex99-1.htm |
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): June 25,
2020
Commission File
Number: 00115757
ImageWare
Systems, Inc.
(Exact name of
registrant as specified in its charter.)
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Delaware
(State
or other jurisdiction of incorporation or
organization)
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33-0224167
(IRS
Employer Identification No.)
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13500 Evening Creek
Drive N, Suite 550,
San Diego, California
92128
(Address of
principal executive offices)
858-673-8600
(Registrant's
Telephone number)
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 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:
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Title
of each class
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Trading
Symbol(s)
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Name
of exchange on which registered
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None
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IWSY
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N/A
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Indicate by check
mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR
240.12b-2)
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 2.02 Results of Operations and Financial
Condition.
On June 25, 2020, ImageWare Systems, Inc.
(the "Company")
hosted a quarterly conference call to
provide a report regarding the Company’s financial condition
and results from operations for the quarter ended March 31, 2020. A
copy of the transcript of the call and press release are attached
hereto as Exhibit 99.1 and 99.2, respectively.
In accordance with General Instruction B.2 for
Form 8-K, the information in Item 2.02 of this Form 8-K, including
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”), or otherwise
subject to the liabilities of that section, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as expressly set
forth by specific reference in such
filing.
Item 7.01 Regulation FD Disclosure.
See
Item 2.02 of this Current Report on Form 8-K.
Item 8.01 Other Events.
Appointment of Executives.
On June 25, 2020, the Company announced the
appointment of Sudheer Koganti as Vice President of Engineering,
effective June 22, 2020. Mr.
Koganti has led, built and managed a wide variety of successful
products across embedded, mobile and cloud. His career
includes pioneering Eudora email products, core OS design and
system architecture for the next generation of BREW, a security and
privacy focused Android browser, and Qualcomm Wireless Edge
Services. Mr. Koganti has been awarded more than eight
patents, with a core patent around the basic algorithm to sync
data between a device and a server. Mr. Koganti holds a
Master of Science in Computer Science from the University of
Missouri-Columbia.
On July 1, 2020, the Company announced the
appointment of Christopher D. Dickson as Vice President of Sales,
effective June 30, 2020. Mr.
Dickson has over 25 years of sales and business development
experience in Security, Blockchain, Cloud and Enterprise software.
Hi career includes eighteen years with Computer Associates, where
he held key sales leadership positions in various parts of the
world including Australia, New York, California and Switzerland.
Prior to joining the Company, Mr. Dicksson held positions at The
Bitfury Group (a Forbes 50
blockchain company), Panaya, an EnterpriseSaaS company, and Verizon
Enterprise. Mr. Dickson studied
Computer Studies at the Central Institute of Technology, now
Victoria University.
There are no family relationships between Messrs.
Dickson and Koganti and any director or executive officer of the
Company. A copy of the press
releases issued by the Company regarding Messrs. Koganti’s
and Dickson's appointment is attached to this Current Report as
Exhibit 99.3 and 99.4.
IP Licensing Program.
On June
30, 2020, the Company announced the launch an IP licensing program
marked by the engagement of ipCapital Group®, Inc., based in
Williston, Vermont. ipCapital Group will assist in establishing the
new business unit and co-creating an IP monetization model from
which ImageWare will derive a discrete stream of annual revenue.
Under the agreement, ipCapital will oversee the first two years of
developing the business unit. A copy of the press release
announcing the IP licensing program is attached to this Current
Report as Exhibit 99.5.
Item 9.01 Financial Statements and
Exhibits.
Exhibits:
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Exhibit Number
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Description
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Earnings
call transcript dated June 25, 2020.
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Press
release dated June 25, 2020.
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Press
release dated June 25, 2020.
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Press
release dated July 1, 2020.
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Press
release dated June 30, 2020.
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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.
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Date: July 1,
2020
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ImageWare
Systems, Inc.
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By:
/s/ Jonathan D. Morris
Name: Jonathan D. Morris
Title: Chief Financial Officer
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