Nortech Systems says board member to serve through May 2026

Rhea-AI Filing Summary

Nortech Systems Incorporated reported a planned board transition. Director Debarati Sen notified the company she will not stand for re‑election for the 2026–2027 term and will continue to serve through the annual meeting in May 2026. The company stated her decision was not the result of any disagreement regarding operations, policies, or practices.

This update reflects routine board refreshment disclosed under Item 5.02 of Form 8‑K and does not change the company’s day‑to‑day operations.

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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 21, 2025

NORTECH SYSTEMS INCORPORATED

(Exact name of registrant as specified in charter)

Minnesota		0-13257		41-1681094
(State or other jurisdiction		(Commission		IRS Employer
of incorporation)		File Number)		Identification No.)

7550 Meridian Circle N. Ste 150, Maple Grove, MN 55369

(Address of principal executive offices)

(952) 345-2244

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed from 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 14-2(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 $.01 per share		NSYS		NASDAQ Capital 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. ☐

Section 5 – Corporate Governance and Management

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) Debarati Sen, a member of the Board of Directors, notified the Company that she will not stand for re-election as a member of the Board of Directors for the 2026-2027 period. Ms. Sen will carry out the remainder of her term which will end at the conclusion of the annual meeting of shareholders of the Company in May of 2026. Her decision to not stand for re-election was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

2

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: October 24, 2025

Nortech Systems Incorporated

(Registrant)

/s/ Andrew D. C. LaFrence

Andrew D. C. LaFrence

Chief Financial Officer and SVP of Finance

3

FAQ

What did NSYS disclose in this 8-K?

Nortech Systems announced that Director Debarati Sen will not stand for re‑election for the 2026–2027 term and will serve through the May 2026 annual meeting.

When does Debarati Sen’s current term end at NSYS?

Her term ends at the conclusion of the company’s annual meeting of shareholders in May 2026.

Did Nortech Systems cite any disagreement related to this decision?

No. The company stated the decision was not the result of any disagreement on operations, policies, or practices.

Which form and item reported this change for NSYS?

Form 8‑K, Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements).

What is Debarati Sen’s role at Nortech Systems (NSYS)?

She is a member of the Board of Directors.

What exchange lists NSYS common stock?

NASDAQ Capital Market, under the ticker NSYS.