Pro-Dex (PDEX) grants CEO and CFO discretionary cash bonuses

Rhea-AI Filing Summary

Pro-Dex, Inc. disclosed that its Compensation Committee approved discretionary cash bonuses for its two senior executives. On August 14, 2025, the committee granted a $50,000 bonus to Chief Financial Officer Alisha K. Charlton and a $70,000 bonus to Chief Executive Officer Richard L. Van Kirk. The company states that Mr. Van Kirk’s bonus was based on Pro-Dex’s sales growth and fiscal 2025 financial performance exceeding plan. Both bonuses will be paid in cash in the next bi-weekly pay period, with a pay date of August 21, 2025.

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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): August 14, 2025

PRO-DEX, INC.

(Exact name of registrant as specified in charter)

Colorado	0-14942	84-1261240
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

2361 McGaw Avenue

Irvine, California 92614

(Address of principal executive offices, zip code)

(949) 769-3200

(Registrant’s telephone number including area code)

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(b) 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 Exchange Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	PDEX	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 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.

Compensation of Chief Executive Officer and Chief Financial Officer.

On August 14, 2025, the Compensation Committee approved a discretionary bonus for Alisha K. Charlton, the Company’s Chief Financial Officer, in the amount of $50,000 and Richard L. Van Kirk, the Company’s Chief Executive Officer, in the amount of $70,000. Mr. Van Kirk’s bonus was based upon the Company’s sales growth and fiscal 2025 financial performance exceeding plan, and both bonuses will be paid in cash in the next bi-weekly pay period with a pay date of August 21, 2025.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
104	Cover Page Interactive Data File (the cover page XBRL tags are 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.

Date: August 15, 2025	Pro-Dex, Inc.
	By:	/s/ Alisha K. Charlton
		Alisha K. Charlton
		Chief Financial Officer

FAQ

What executive bonuses did Pro-Dex (PDEX) approve on August 14, 2025?

Pro-Dex’s Compensation Committee approved a $50,000 discretionary cash bonus for CFO Alisha K. Charlton and a $70,000 discretionary cash bonus for CEO Richard L. Van Kirk.

Why did Pro-Dex award a bonus to its CEO Richard L. Van Kirk?

Pro-Dex states that CEO Richard L. Van Kirk’s $70,000 bonus was based on the company’s sales growth and fiscal 2025 financial performance exceeding plan.

How and when will the Pro-Dex executive bonuses be paid?

Both executive bonuses will be paid in cash during the next bi-weekly pay period, with a stated pay date of August 21, 2025.

Which Pro-Dex executives received discretionary bonuses in this 8-K filing?

The bonuses were granted to Alisha K. Charlton, Chief Financial Officer, and Richard L. Van Kirk, Chief Executive Officer of Pro-Dex, Inc.

What was the purpose of this Pro-Dex (PDEX) Form 8-K filing?

The filing reports Compensation Committee actions regarding discretionary cash bonuses awarded to the company’s Chief Executive Officer and Chief Financial Officer.