Current Report Filing (8-k)
May 05 2023 - 12:25PM
Edgar (US Regulatory)
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NONE
0000879911
2023-05-01
2023-05-01
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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
on
Date of report (Date of
earliest event reported) May 1,
2023
APPLIED ENERGETICS,
INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction
of Incorporation)
| 001-14015 |
|
77-0262908 |
| (Commission File Number) |
|
(IRS Employer
Identification No.) |
| 9070 S Rita Road, #1500, Tucson, AZ |
|
85747 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
(520) 628-7415
(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):
| ☐ | Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 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)) |
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. ☐
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, par value $.001 per share |
|
AERG |
|
OTCQB |
Item 1.01 – Entry into a Material
Definitive Agreement.
See disclosure under Item 5.02 below.
Item 5.02
– Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers
Effective May 1, 2023, the board of directors of
Applied Energetics appointed Stephen W. McCahon, age 64, to serve as Chief Science Officer. The company and Dr. McCahon entered into an
Executive Employment Agreement, pursuant to which he is to serve for an initial term through December 2025, with automatic renewal for
additional one-year periods thereafter unless either party terminates the agreement. The agreement calls for salary of $300,000 annualized
for 2023, $325,000 for 2024 and $350,000 for 2025, plus standard benefits.
Dr. McCahon has been a scientific researcher, technology
developer, and entrepreneur for over 30 years. He has co-authored more than 50 scientific publications and has more than 30 patents issued,
patents pending, or invention disclosures in preparation for patent submission. He was an original founder of Applied Energetics, Inc.
and then returned to the company to serve as our Chief Scientist, pursuant to a Consulting Agreement, dated as of May 24, 2019, providing
input into the strategic direction of the Company and assistance in building relationships in the defense markets. Compensation under
his Executive Employment Agreement is consistent with his compensation package under his Consulting Agreement which it supersedes.
Dr. McCahon was a Member of the Research Staff
in the Optical Physics Department at the Hughes Research Laboratory in Malibu, California from 1986 to 1996 performing basic research
in the area of optical physics and non-linear optical materials. In 1996, Dr. McCahon moved to Raytheon (Hughes) Missile Systems Co, in
Tucson, AZ, during which time as was significantly responsible for the successful creation and development of the Directed Energy Weapons
Product Line and served as its Chief Scientist. He left Raytheon in 2002 to co-found Applied Energetics Inc. in Tucson, AZ to develop
Directed Energy Weapons for the Defense Department including very high energy and average power ultrashort pulse laser sources and Laser
Guided Energy (LGE®) technologies. In April 2010, Dr. McCahon left Applied Energetics to form Applied Optical Sciences where he developed
technologies related to the application of optical physics to a broad range of areas, including photonics and ultrashort pulse laser development.
Dr. McCahon is a graduate of the University of Southern California (BSEE, MSEE), holds a Ph.D., Photonics, Inter-disciplinary Physics
and Electrical Engineering from the University of Iowa. From February 2016 through May 2019, he served as a consultant to the company.
In 2019, Applied Energetics purchased substantially all of the assets of Applied Optical Sciences, integrating it into Applied Energetics,
and retained him as Chief Scientist through the above-mentioned Consulting Agreement.
Dr. McCahon beneficially owns approximately 7%
of the company’s issued and outstanding shares of common stock.
Item 9.01 – Financial Statements and Exhibits
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 thereunto duly authorized.
| |
APPLIED ENERGETICS, INC. |
| |
|
|
| |
By: |
/s/ Gregory J. Quarles |
| |
|
Gregory J. Quarles |
| |
|
Chief Executive Officer |
Date: May 5, 2023
2
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