UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 12, 2017
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of
7300 College Boulevard, Suite 302
Overland Park, Kansas 66210
(Address of principal executive office)(Zip Code)
(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:
¨ 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. ¨
Item 7.01 Regulation FD Disclosure
On October 12, 2017, Cartesian, Inc. (the "Company") issued a press release announcing that Donald J. Tringali has been appointed as Executive Chairman of the Board of Directors. As Executive Chairman, Mr. Tringali will perform all duties customarily performed by a board chairman and will lead the Board's efforts in working closely with management to formulate and implement strategic and operational initiatives to enhance the Company's performance. Peter Woodward remains Chief Executive Officer and former Chairman Robert Currey will continue as a member of the Board of Directors. The press release is attached hereto as Exhibit 99.1.
The information in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed "filed" for the purposes of or otherwise subject to the liabilities under Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Unless expressly incorporated into a filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act made after the date hereof, the information contained in this Item 7.01 and Exhibit 99.1 attached hereto shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
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.
/s/ Peter H. Woodward
Peter H. Woodward
Chief Executive Officer
Date: October 12, 2017
Press Release dated October 12, 2017
Cartesian Announces Appointment of
Donald J. Tringali as Executive Chairman
Overland Park, KS - October 12, 2017 - Cartesian™ (NASDAQ: CRTN), a leading provider of consulting services and managed solutions to the global telecom, media and technology industries, today announced that Donald J. Tringali has been appointed as Executive Chairman of its Board of Directors. Mr. Tringali will perform all duties customarily performed by a board chairman and will lead the Board's efforts in working closely with management to formulate and implement strategic and operational initiatives to enhance the Company's performance. Peter Woodward remains Chief Executive Officer and former Chairman Robert Currey will continue as a member of the Board of Directors.
Tringali has served as a director of Cartesian since April 2016. He is the founder and CEO of Augusta Advisory Group, a business advisory firm that specializes in turnarounds and strategic transactions. He is the former Chairman of the Board of National Technical Systems, Inc., a global engineering services company, where he executed a strategic transaction for the company in late 2013. Tringali also has a range of C-level
operating experience in various industries, and was a practicing transactional attorney for many years.
“I look forward to working more closely with Don and believe that, by adding him as a resource in this new role, he will help us achieve our objectives for all stakeholders,” said Woodward. “We are confident that Don will provide valuable input regarding strategic and operational initiatives. ”
About Cartesian, Inc.
Cartesian, Inc. (NASDAQ: CRTN) is a specialist provider of consulting services and managed solutions to leaders in the global communications, technology and digital media industries. Cartesian provides strategic advice, management consulting, and managed solutions to clients worldwide. The company has offices in Boston, Kansas City, London, New York, and Philadelphia. For more information, visit www.cartesian.com.
Matt Glover or Najim Mostamand, CFA
Liolios Group, Inc.