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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): April 6, 2023

 

 

INTRUSION INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware 001-39608 75-1911917
(State or Other Jurisdiction
of Incorporation)		 (Commission File
Number)		 (IRS Employer
Identification No.)

 

101 East Park Blvd, Suite 1200
Plano, Texas		 75074
(Address of Principal Executive Offices) (Zip Code)

 

(888) 637-7770

(Registrant’s Telephone Number, Including Area Code)

 

NOT APPLICABLE

(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:

 

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

oPre-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, $0.01 par value per share INTZ 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 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 April 6, 2023, Jamie Schnur, a director of Intrusion Inc. (the “Company), notified the Board of Directors (the “Board) of his decision not to stand for reelection as a director nominee at the Company’s 2023 Annual Meeting of Shareholders (the “2023 Annual Meeting”). Mr. Schnur will continue to serve on the Board through the end of his term, which will occur at the end of the 2023 Annual Meeting. Mr. Schnur has indicated that his decision not to stand for reelection to the Board was the result of re-balancing his personal and professional commitments. Effective upon Mr. Schnur’s resignation as a director, the size of the Company's Board will be reduced from six to five directors.

 

 

 

SIGNATURE

 

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.

 

 

  INTRUSION INC.
   
Dated: April 11, 2023 By: /s/ Kimberley Pinson
    Kimberly Pinson
    Chief Financial Officer

 

 

 

 

 

 

 

 

 

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