UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): December 16, 2020
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Dynatronics Corporation
(Exact
name of registrant as specified in its charter)
__________________________________________
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Utah
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0-12697
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87-0398434
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(State
or other jurisdiction of incorporation)
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Commission
File Number
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(IRS
Employer Identification Number)
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1200 Trapp Rd, Eagan, Minnesota
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55121
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(Address
of principal executive offices)
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(Zip
Code)
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(801) 568-7000
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(Registrant's
telephone number, including area code)
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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 14(d)-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 each exchange on which registered
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Common
stock, no par value
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DYNT
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The
Nasdaq Capital Market
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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 (§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
(e)
Approval
of Dynatronics Corporation 2020 Equity Incentive Plan
On
September 16, 2020, the Board of Directors of Dynatronics
Corporation (the “Company”), upon the recommendation of
its Compensation Committee, approved the Dynatronics Corporation
2020 Equity Incentive Plan (“2020 Plan”), subject to
the approval of the Company’s shareholders.
On
December 10, 2020, at the 2020 Annual Meeting, the shareholders of
the Company approved and adopted the 2020 Plan. The 2020 Plan
allows the Company to grant awards for the issuance of up to
1,000,000 shares of common stock of the Company. The Company can
grant awards under the 2020 Plan or under the Dynatronics 2018
Equity Incentive Award Plan (the “2018 Plan”) until the
approximately 330,656 shares of common stock available for awards
and issuance under the 2018 Plan have been
exhausted.
Persons
eligible to participate in the 2020 Plan will be those full or
part-time officers, employees, non-employee directors, and other
key persons (including consultants and prospective employees) of
the Company and its subsidiaries as selected from time to time by
the Compensation Committee. Currently, approximately 200
individuals are eligible to participate in the 2020 Plan, including
seven directors, and six executive officers.
The
2020 Plan provides for the grant of various types of awards,
including, for example: (i) incentive stock options; (ii)
nonqualified stock options; (iii) stock appreciation rights; (iv)
restricted stock awards; (v) deferred stock awards; and (vi) other
stock-based and cash-based awards to eligible individuals. The
terms of the awards will be set forth in award agreements with
eligible participants, consistent with the terms of the 2020
Plan.
You can
find a summary of the principal features of the 2020 Plan in our
definitive proxy statement for the 2020 Annual Meeting, as filed
with the U.S. Securities and Exchange Commission on October 26,
2020 (the “2020 Proxy Statement”). The foregoing
description of the 2020 Plan does not purport to be complete and is
qualified in its entirety by reference to the 2020 Plan, a copy of
which is filed as Appendix A to the 2020 Proxy
Statement.
SIGNATURE
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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DYNATRONICS
CORPORATION
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Date: December 16,
2020
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By:
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/s/ John
Krier
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Name:
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John
Krier
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