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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):
October 8, 2025
BOXLIGHT CORPORATION
(Exact name of registrant as specified in its charter)
| Nevada |
|
001-37564 |
|
36-4794936 |
| (State or other jurisdiction of incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
2750 Premiere Parkway, Ste. 900
Duluth, Georgia 30097
(Address Of Principal Executive Offices) (Zip Code)
678-367-0809
(Registrant’s telephone number, including
area code)
Not Applicable
(Former name or formed 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:
| ¨ |
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 |
| Class A Common Stock, par value $0.0001 per share |
|
BOXL |
|
The Nasdaq Stock Market LLC |
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. |
Effective as of October 8,
2025, Boxlight Corporation, a Nevada corporation (the “Company”), appointed Ryan Zeek to serve as the Chief Financial
Officer of the Company.
Mr. Zeek, 37, previously served
as the Chief Financial Officer from April 2025 to July 2025 & Vice President of Strategy at Incident IQ, a K-12 school software provider,
from February 2024 to March 2025. Prior to serving as chief financial officer, he also served as Director – Financial Planning and
Analysis at Incident IQ from November 2021. Mr. Zeek also served in various Financial Planning and Analysis, Strategy and Corporate development,
and Internal Audit roles from November 2014 to August 2021 at Crawford & Company, a publicly traded global provider of claims management
and outsourcing solutions to insurance companies and self-insured entities with an expansive network serving clients in more than 70 countries.
Prior to joining Crawford & Company, Mr. Zeek also served in Controller and Senior Accountant roles at a software company and a multifamily
development & construction company. Mr. Zeek began his career at PricewaterhouseCoopers LLP (PwC) in the Audit practice. He earned
his Bachelor of Business Administration in Accountancy from Auburn University, his Master of Sciences Accounting from the University of
Notre Dame, and is a Certified Public Accountant (CPA).
In connection with his appointment
as Chief Financial Officer of the Company, Mr. Zeek entered into an employment agreement with the Company, effective as of October 8,
2025 (the “Employment Agreement”). Pursuant to the Employment Agreement, Mr. Zeek will be entitled to receive an annual base
salary of $260,000 and will be eligible for a quarterly performance-based bonus, the total annualized value of which would be $106,000
for on target performance. Mr. Zeek will also be eligible to participate in an executive equity incentive plan and in all employee benefit
plans, including medical, disability, 401K and other employee benefit plans and programs generally provided by the Company. Under the
terms of the Employment Agreement, either the Company or Mr. Zeek may, at any time, terminate the Employment Agreement by giving 60 days’
advance written notice to the other party. The Company may also terminate the Employment Agreement at any time without notice for “cause,”
as defined in the Employment Agreement. Pursuant to the Employment Agreement, if the Company terminates Mr. Zeek’s employment without
“cause,” Mr. Zeek will be eligible to receive, as severance, his then current annual base salary for a period six months,
generally payable in accordance with the Company’s normal payroll practices, plus any quarterly bonus earned but unpaid at the termination
date, subject in each case to Mr. Zeek entering into a release of claims against the Company. Mr. Zeek is also subject to certain confidentiality
obligations and two-year non-competition, non-solicitation and non-disparagement covenants pursuant to the terms of the Employment Agreement.
A copy of the Employment Agreement
is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing description of the
Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Employment
Agreement.
Mr. Zeek has no family relationships
with any of the Company’s directors or executive officers, and he is not a party to, and does not have any direct or indirect material
interest in, any transaction requiring disclosure under Item 404(a) of Regulation S-K.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit No. |
Description |
| |
|
| 10.1 |
Employment Agreement between the Company and Ryan Zeek, effective as of October 8, 2025 |
| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
Dated: October 14, 2025
| BOXLIGHT CORPORATION |
|
| |
|
| By: |
/s/ Dale W. Strang |
|
| Name: |
Dale W. Strang |
|
| Title: |
Chief Executive Officer |
|
