false0001923780SC
0001923780
2026-09-30
2026-09-30
SECURITIES AND EXCHANGE COMMISSION
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 30, 2026
(Exact name of registrant as specified in its charter)
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(State or Other Jurisdiction | | | | |
(Address of Principal Executive Office) (Zip Code)
(Registrant’s telephone number, including area code)
(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:
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Common Stock, $0.001 par value | | | | |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 checkmark 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 September 30, 2026, the Company’s Board voted to appoint Bradley C. Lalonde, current Chairman of the Board of Northann, to be Northann’s Co-CEO alongside François Vachon. By accepting this role as an executive of the Company, Mr. Lalonde is no longer an independent director and has therefore resigned from the Board’s Audit Committee. Mr. Lalonde remains Chairman of the Board of Directors of the Company.
There are no familial or other relationships between Mr. Lalonde and any director or member of management of the Company. There are no arrangements or understandings between Mr. Lalonde and any other person pursuant to which he was appointed. There are no transactions in which Mr. Lalonde has an interest that would require disclosure under Item 404(a) of Regulation S-K.
Item 9.01 Financial Statement and Exhibits.
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Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | Title: Co-Chief Executive Officer |