Current Report Filing (8-k)
October 07 2019 - 3:54PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, DC 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 7, 2019 (October 3, 2019)
On Track Innovations
Ltd.
(Exact Name of Registrant
as Specified in Its Charter)
Israel
(State or Other Jurisdiction
of Incorporation)
000-49877
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N/A
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(Commission File Number)
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(IRS Employer Identification No.)
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Z.H.R. Industrial Zone, P.O. Box 32, Rosh-Pina, Israel
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12000
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(Address of Principal Executive Offices)
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(Zip Code)
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011 972 4 6868000
(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:
o
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Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
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o
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Ordinary shares, par value NIS 0.10 per share
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OTIV
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Nasdaq Capital Market
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Indicate by check
mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of
the Securities Exchange Act of 1934.
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 October 3, 2019, the Board of Directors, or the Board, of On
Track Innovations Ltd., or the Company, appointed Mr. Eran Gilad, effective October 3, 2019, to fill the vacancy on the Board and
to serve until the next general meeting of shareholders of the Company at which directors are being elected. As a director of the
Company, Mr. Gilad will be entitled to the same cash compensation payable to the other non-executive directors of the Company.
Mr. Gilad, age 52, has over 20 years of experience in senior
financial and operational positions in companies operating in the high-tech field. From 1995 to 2005, Mr. Gilad held senior
financial and operational positions in various public and private companies operating in the high-tech field. Mr. Gilad has served
as the Chief Financial Officer of Silicom Ltd. (Nasdaq: SILC), or Silicom, since 2005 and as its Secretary from 2012. Silicom is
a high-tech company providing high-performance networking and data infrastructure solutions. Mr.
Gilad is a Certified Public Accountant in Israel and holds an M.A. in Economics from Tel-Aviv University and a B.A. in Accounting
and Economics from Tel-Aviv University.
There are no arrangements or understandings between Mr. Gilad and
any other persons pursuant to which he was elected as a director, and Mr. Gilad has no direct or indirect material interest in
any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Mr. Gilad does not have a family relationship
with any member of the Board or any executive officer of the Company. It has not yet been determined if Mr. Gilad will be appointed
to any committee. The Board has determined that Mr. Gilad is independent under Nasdaq Listing Rules.
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.
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On Track Innovations Ltd.
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Date: October 7, 2019
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By:
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/s/ Assaf Cohen
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Name:
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Assaf Cohen
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Title:
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Interim Chief Executive Officer and Chief Financial Officer
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