false
0000065770
0000065770
2025-07-22
2025-07-22
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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) July 22, 2025
MicroVision,
Inc.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-34170 |
|
91-1600822 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
18390
NE 68th Street
Redmond,
Washington 98052
(Address
of principal executive offices) (Zip code)
(425)
936-6847
(Registrant’s
telephone number, including area code)
Not
Applicable
(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:
| |
☐ |
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 |
| Common
stock, par value $0.001 per share |
|
MVIS |
|
The
NASDAQ Stock Market |
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
July 22, 2025, the Board of Directors of MicroVision, Inc. elected Laura Peterson to serve as a member of the Board and simultaneously
accepted the resignation of Dr. Mark Spitzer, with both actions effective immediately. Further, the Board named Ms. Peterson as Chair
of the Nominating & Governance Committee and as a member of the Compensation Committee, succeeding Dr. Spitzer in both committee
roles.
Ms.
Peterson, age 65, served as Executive Vice Chair of Palladyne AI Corp. (NASDAQ: PDYN) (formerly, Sarcos Technology and Robotics
Corporation), a global technology and artificial intelligence leader, from February 2024 to February 2025. Previously at Palladyne AI,
she served as President and Chief Executive Officer from October 2023 to February 2024, having served in those roles on an interim basis
from May 2023 to October 2023. Ms. Peterson served on the Palladyne AI Board of Directors from September 2021 through February 2025.
Ms. Peterson served on the Board of Directors of Air Transport Services Group, Inc. (NASDAQ: ATSG), a provider of aircraft leasing
and air transportation services, from June 2018 until its sale to a private equity firm in April 2025. Previously, Ms. Peterson served
in executive roles at The Boeing Company and its Boeing Commercial Airplanes, or BCA, division, a global manufacturer of jetliners. From
2012 to 2016, she served as BCA’s Vice President, China Business Development and prior to that, since 1994, held roles in aircraft
sales, international business development, global strategy, government relations, and homeland security. She served on the Executive
Leadership Team of BCA, as well as on the Executive Leadership Teams of BCA Airplane Production and Supplier Management, BCA Strategy
and Boeing International. Ms. Peterson holds a B.S. in Industrial Engineering from Stanford University and an M.B.A. from The Wharton
School at the University of Pennsylvania. She is a Fellow of the Stanford Distinguished Careers Institute.
A
description of the compensation payable to Ms. Peterson for her services as a director is set forth under the caption “Director
Compensation for 2024” in the MicroVision definitive proxy statement dated April 28, 2025.
Dr.
Spitzer’s retirement, and related resignation from the Board, was not due to any disagreement with the company or any matter relating
to MicroVision’s operations, policies, or practices.
A
copy of the press release announcing the appointment of Ms. Peterson and retirement of Dr. Spitzer is attached as Exhibit 99.1 and is
incorporated herein by reference.
Item
9.01. Financial Statements and Exhibits.
(c)
Exhibits.
Pursuant
to the rules and regulations of the SEC, the attached exhibit is deemed to have been furnished to, but not filed with, the SEC.
| |
Exhibit
No. |
|
Description |
| |
99.1 |
|
Press
Release of MicroVision, Inc. dated July 24, 2025 |
| |
104 |
|
Cover
Page Interactive File (the cover page tags are embedded within the Inline XBRL document) |
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.
| |
MICROVISION,
INC. |
| |
|
|
| |
By: |
/s/
Drew G. Markham |
| |
|
Drew
G. Markham |
| |
|
Senior
Vice President, General Counsel and Secretary |
Dated:
July 24, 2025