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EX-99.1 - EXHIBIT 99.1 - LIQTECH INTERNATIONAL INCex_127457.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): November 1, 2018

 

LiqTech International, Inc.

(Exact name of registrant as specified in charter)

 

Nevada

 

000-53769

 

20-1431677

(State or other jurisdiction

of incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)

 

 

Industriparken 22C, 2750 Ballerup,

Denmark

 

 

(Address of principal executive offices)

 

 

+4544986000

(Registrant’s telephone number, including area code)

 

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 (§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 November 1, 2018, the Board of Directors (the “Board”) of LiqTech International, Inc., a Nevada corporation (the “Company”), appointed Mr. Joel Gay as a director of the Company, effective immediately.

 

Mr. Gay will receive compensation as follows: (i) $25,000 in cash per annum for service a director and (ii) an initial grant of 100,000 shares of common stock grant that vest over a three year period, followed by an annual grant of $30,000 in shares of common stock per annum after full vesting of the initial 100,000 share grant. There are no actual or proposed transactions between Mr. Gay or any of his related persons and the Company that would require disclosure under Item 404(a) of Regulation S-K in connection with his appointment as a director.

 

Mr. Gay does not have any family relationship with any director, executive officer, or person nominated or chosen to become a director or executive officer of the Company.

 

Item 8.01

Other Events.

 

On November 1, 2018, the Company issued a press release announcing the changes to management described in Item 5.02 hereto. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

 

Item 9.01

Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1

Press release dated November 1, 2018

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

LIQTECH INTERNATIONAL, INC.

 

 

 

 

 

 

 

 

 

Date: November 1, 2018

 

/s/ Claus Toftegaard

 

 

 

Claus Toftegaard

 

 

 

Chief Financial Officer

 

 


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