SideChannel (SDCH) board chair Deborah MacConnel to retire after next annual meeting
Rhea-AI Filing Summary
SideChannel, Inc. announced that Board member and Chairwoman Deborah MacConnel plans to retire from the Board. She informed the company on December 9, 2025, that she will remain as a director and Chairwoman until the company’s next annual stockholders meeting, after which she will not stand for re-election.
The company states that her departure is not due to any disagreement with management, the Board, or the company on matters related to operations, policies, or practices. In recognition of her tenure and contributions, SideChannel will allow the vesting of 333,667 restricted stock units (RSUs) from an award granted on December 23, 2024, which were originally scheduled to vest on March 1, 2026. The remaining 333,667 RSUs from that award will be forfeited.
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Insights
SideChannel’s board chair plans an orderly, non-dispute retirement with partial RSU vesting.
SideChannel, Inc. reports that board member and Chairwoman Deborah MacConnel will retire from the Board after the next annual stockholders meeting. She will continue to serve as a director and Chairwoman until that meeting, providing an orderly transition period rather than an abrupt change in leadership.
The company explicitly states that her departure is not the result of any disagreement with management, the Board, or the company on operations, policies, or practices. As part of her exit terms, she will receive vesting of 333,667 RSUs from a December 23, 2024 grant, while another 333,667 RSUs from the same grant will be forfeited. This mix of partial vesting and forfeiture clarifies the economic impact of her retirement and indicates a negotiated, structured departure rather than a contentious separation.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Departure of Director
On December 9, 2025, Deborah MacConnel, a current Member of the Board of Directors (“Board”) of SideChannel, Inc., (the “Company”), and the Chairwoman of the Board informed the Company of her upcoming retirement from the Board of Directors.
Ms. MacConnel will remain a member of the Board and the Chairwoman until the Company’s next Annual Stockholders Meeting (“Annual Meeting”), at which time Ms. MacConnel will not stand for re-election as a Member of the Board.
Ms. MacConnel’s departure is not the result of any disagreement with the Company’s management, the Company’s Board or the Company on any matter related to its operations, policies or practices.
In recognition of Ms. MacConnel’s tenure and contributions to the Company during her service as a member of the Board, the Company will provide her with the vesting of 333,667 restricted stock units (“RSUs”), which were awarded to her on December 23, 2024, and are scheduled to vest on March 1, 2026. The remaining 333,667 RSUs from the December 23, 2024, award will be forfeited by Ms. MacConnel.
In accordance with the requirements of Item 5.02(a) of Form 8-K, the Company has provided Ms. Connel with a copy of the disclosures contained in this Current Report on Form 8-K no later than the day of filing this Form 8-K with the Securities and Exchange Commission.
Item 9.01 Financial Statements and Exhibits
(a) Exhibits.
| Exhibit No. | Description | |
| 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.
| SideChannel, Inc. | ||
| Date: December 10, 2025 | By: | /s/ Brian Haugli |
| Name: | Brian Haugli | |
| Title: | Chief Executive Officer | |
FAQ
What did SideChannel, Inc. (SDCH) announce in this 8-K filing?
When will Deborah MacConnel retire from the SideChannel (SDCH) Board?
Is Deborah MacConnel’s departure from SideChannel due to a disagreement?
How are Deborah MacConnel’s RSUs affected by her retirement from SideChannel?
Does the SideChannel 8-K mention any changes to company operations or strategy?
Who signed the SideChannel (SDCH) 8-K reporting the director’s retirement?
