SECURITIES AND EXCHANGE COMMISSION
|Washington, D.C. 20549|
|Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934|
August 20, 2020
Date of Report (Date of earliest event reported)
(Exact name of Registrant as specified in its charter)
|(State or other jurisdiction of|
|(Commission File Number)||(I.R.S. Employer Identification No.)|
3760 Rocky Mountain Avenue
(Address of principal executive offices)
|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 (see General Instruction A.2. below):
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|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, $0.01 par value||HSKA||The Nasdaq Stock Market LLC|
|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. o
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On August 24, 2020, Heska Corporation, a Delaware corporation (the “Company”), announced that Mr. Stephen Davis has joined the Company’s Board of Directors (the “Board”) effective August 20, 2020, after the Company approved the increase in the size of the Board to seven directors, all in accordance with the Company’s amended and restated bylaws (the “Bylaws”). A copy of the press release announcing Mr. Davis’s appointment is attached hereto as Exhibit 99.1 and incorporated by reference herein. Mr. Davis will serve with his initial term expiring at the Company’s 2021 annual meeting of stockholders and until his successor is duly elected and shall qualify, or until his earlier resignation or removal.
There are no arrangements or understandings between Mr. Davis and any other person in connection with his appointment to the Board, and there are and have been no transactions between the Company and Mr. Davis that would require disclosure under Item 404(a) of Regulation S-K. Mr. Davis’s compensation for service as a non-employee director will be consistent with that of the Company’s other non-employee directors. Mr. Davis has not been named to any committees of the Board.
Item 9.01 Financial Statements and Exhibits.
| ||Press Release dated August 24, 2020.|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document)|
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.
a Delaware corporation
|Dated: August 24, 2020|
By: /s/ Christopher Sveen
Executive Vice President, Chief Administrative Officer and General Counsel