UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
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 4, 2020
ZOOM
TELEPHONICS, INC.
(Exact
Name Of Registrant As Specified In Its Charter)
Delaware
(State
or Other Jurisdiction of Incorporation)
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000-53722
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04-2621506
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(Commission File
Number)
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(I.R.S. Employer
Identification No.)
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101 Arch Street, Boston,
Massachusetts
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02110
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(Address of
Principal Executive Offices)
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(Zip
Code)
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(617)
423-1072
(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 Act: None.
Indicate
by check mark whether the registrant
is an emerging growth company as defined in 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 checkmark 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.
☐
Explanatory Note
This Amendment No. 1 on Form 8-K/A (this
“Amendment”) amends the Current Report
on Form 8-K, filed on December 7, 2020 (the
“Original Report”). This Amendment is being filed for
the sole purpose of supplementing information under Item 5.02 from
the Original Report to include committee assignments for certain
directors, which had not been determined at the time of the
Original Report.
Item 5.02
Departure
of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
On
December 30, 2020, the Board of Directors (the “Board’)
of Zoom Telephonics, Inc. approved the appointment of Mr. Joshua
Horowitz to serve as a member of the Audit Committee. In addition,
the Board approved the following appointments:
(i)
Mr.
David Aronoff as the Chairperson of the Compensation Committee and
as a member of the Audit Committee;
(ii)
Mr.
Dan Artusi as a member of the Nominating Committee;
(iii)
Ms.
Elizabeth Hitchcock as a member of the Audit Committee and the
Compensation Committee; and
(iv)
Ms.
Howe as a member of the Compensation Committee and the Nominating
Committee.
All
such committee appointments are effective as of December 30,
2020.
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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ZOOM
TELEPHONICS, INC.
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Dated:
January 4, 2021
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By:
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/s/
Sean Doherty
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Sean
Doherty
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Chief
Financial Officer
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