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EX-99 - MECHANICAL TECHNOLOGY INCexhibit991.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) February 24, 2021 (February 23, 2021)

 

MECHANICAL TECHNOLOGY, INCORPORATED

(Exact name of registrant as specified in its charter)

 

New York

 

000-06890

 

14-1462255

(State or other jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification Number)

 

325 Washington Avenue Extension

Albany, New  York

 

12205

(Address of registrant's principal executive office)

 

(Zip code)

 

(518) 218-2550

(Registrant's telephone number, including area code)

 

N/A

(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:

 

Title of each class

 

Trading symbol(s)

 

Name of each exchange on which
registered

None

 

N/A

 

N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

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.

Appointment of Will Hazelip to the Board of Directors

 

On February 23, 2021, the Board, pursuant to its powers under the Company's certificate of incorporation and bylaws, appointed Will Hazelip as a member of the Board to fill an existing vacancy in the Board, effective February 23, 2021. Mr. Hazelip will serve with directors serving on the class of directors whose terms expire in 2023, and until the 2023 annual meeting of the Company's stockholders, at which time, if nominated, he will stand for election for a three-year term until the third annual meeting of the Company's stockholders following his election, or his earlier resignation, retirement, or other termination of service.

  

There was no understanding or arrangement between Mr. Hazelip and any other person pursuant to which Mr. Hazelip was appointed as a director. Mr. Hazelip is not party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K.  

 

On February 23, 2021, the Company issued a press release announcing the appointment of Mr. Hazelip to the Board, a copy of which is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information in such exhibit shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits

 

No.

 

Description

99.1

 

Press Release of the Company, dated February 23, 2021.

 

 


 

 

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.

  

Date: February 24, 2021

MECHANICAL TECHNOLOGY, INCORPORATED

 

 

 

 

 

 

By:

/s/ Jessica L. Thomas

 

 

 

Name: Jessica L. Thomas

Title: Chief Financial Officer