Attached files
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| EX-99.1 - PRESS RELEASE - Track Group, 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): February 7, 2018
TRACK GROUP, INC.
(Exact name of Registrant as specified in its Charter)
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Delaware
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000-23153
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87-0543981
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(State
or other jurisdiction of incorporation)
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(Commission
File No.)
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(IRS
Employer Identification No.)
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1215
W. Lakeview Court, Romeoville, Illinois 60446
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(Address
of principal executive offices)
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(877)
260-2010
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(Registrant’s
Telephone Number)
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Not
Applicable
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(Former
name or address, if changed since last report)
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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 (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))
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) ☐
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.
Track Group, Inc. (the “Company”) issued a press release today announcing
its financial results for the quarter ended December 31, 2017. A
copy of the press release is attached as Exhibit
99.1.
In accordance with General Instruction B.2 for
Form 8-K, the information in 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 5.02
Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
Effective February 7, 2018, the Company’s
Board of Directors (the “Board”) appointed Karim Sehnaoui to serve as a
director on the Board until the next annual meeting of stockholders
or until his successor is elected and qualified. The Board’s
decision to appoint Mr. Sehnaoui as a director of the Company was
made in connection with ETS Limited becoming the Company’s
largest shareholder of record.
Mr.
Sehnaoui, age 39, is an entrepreneur and investment professional,
who specializes in private equity, venture capital, and corporate
finance. Currently, he serves as General Manager of the Reference
Group SARL, a boutique financial advisory firm based in Geneva,
Switzerland, which position he has held since October 2017, and as
a Director of ETS Limited. In addition, Mr. Sehnaoui is the founder
and current Managing Director of Elham Management and Investment
Group, an investment firm founded in 2011 that is dedicated to
sustainable strategic investing, and the founder and current board
member of Comptoirs de Beyrouth. From 2012 to 2016, Mr. Sehnaoui
taught graduate level finance courses as a visiting Assistant
Professor at MSB Mediterranean School of Business in Tunisia. Prior
to that, Mr. Sehnaoui spent several years in investment banking and
private equity, serving as Chief Investment Officer and General
Manager for Abu Dhabi Investment House, and Business Development
Director at Ithmaar Bank. Mr. Sehnaoui currently sits as an interim
member on the Supervisory Board of Fyber N.V. (FRA: FBEN), an
advertising technology company. He also sits on the advisory board
of several technology start-ups in the Middle East and North Africa
(MENA) region. Mr. Sehnaoui holds Bachelor’s and
Master’s degrees in Civil Engineering from McGill University
in Montreal, Canada, and was a Global Leadership Fellow at the
World Economic Forum in Geneva, Switzerland in from 2005 to
2007.
Except
as disclosed in this Current Report on Form 8-K, there are no
related party transactions between the Company and Mr. Sehnaoui
that would require disclosure under Item 404(a) of Regulation S-K,
nor are there any further arrangements or understandings in
connection with the appointment of Mr. Sehnaoui to the Company's
Board of Directors.
Item 8.01
Other Events.
See
Item 2.02.
Item 9.01
Financial Statements and Exhibits.
See
Exhibit Index.
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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TRACK GROUP, INC.
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Date:
February 8, 2018
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By:
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/s/
Peter K. Poli
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Peter
K. Poli
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Chief
Financial Officer
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EXHIBIT INDEX
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Exhibit No.
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Description
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Press
release, dated February 8, 2018
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