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ID SYSTEMS INC Form 8-K: Current report, 2019

ID SYSTEMS INC Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2019-10-03: Form 8-K; Period of report 2019-10-03; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 1.01.
  • 2019-08-29: Form 8-K; Period of report 2019-08-29; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events; Details 5.02.
  • 2019-08-23: Form 8-K; Period of report 2019-08-19; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; Details 1.01.
  • 2019-08-01: Form 8-K; Period of report 2019-08-01; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2019-10-038-K2019-10-031.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
2.01 The information set forth in the Introductory Note, Item 3.01 and Item 5.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.01.
3.01 On the Closing Date, in connection with the completion of the Transactions, I.D. Systems notified the Nasdaq Stock Market LLC (“Nasdaq”) that the Transactions had been consummated and requested that the trading of its shares on the Nasdaq Global Market be suspended and that the listing of its shares on the Nasdaq Global Market be withdrawn.
3.03 The information set forth in the Introductory Note, Item 5.01 and Item 5.03 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.
5.01 As a result of the completion of the Transactions, I.D. Systems became a wholly-owned subsidiary of PowerFleet.
5.02 In connection with the Transactions and effective as of the I.D. Systems Merger Effective Time, Kenneth Brakebill and Christopher Formant resigned as directors of I.D. Systems and David Mahlab, Anders Bjork and John Hunt were appointed to the board of directors of I.D. Systems.
5.03 On October 3, 2019, in connection with the completion of the Transactions and pursuant to the Investment Agreement, at the I.D. Systems Merger Effective Time, I.D. Systems’ certificate of incorporation and bylaws were amended and restated in their entirety.
8.01 On October 3, 2019, PowerFleet issued a press release announcing the completion of the Transactions.
form8-k.htm
2019-08-298-K2019-08-295.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events5.02 On August 29, 2019, the stockholders of I.D. Systems, Inc. (the “Company”) approved and adopted an amendment (the “Plan Amendment”) to the I.D. Systems, Inc. 2018 Incentive Plan (the “2018 Plan”) at a special meeting of stockholders (the “Special Meeting”).
5.07 The Company held its Special Meeting on August 29, 2019.
8.01 On August 29, 2019, the Company issued a press release announcing the approval by the stockholders of the proposals at the Special Meeting.
form8-k.htm
2019-08-238-K2019-08-191.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 The description set forth in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference in its entirety into this Item 2.03.
form8-k.htm
2019-08-018-K2019-08-012.02 Results of Operations and Financial Condition2.02 On August 1, 2019, I.D. Systems, Inc. (the “Registrant”) issued a press release regarding financial results for the fiscal quarter ended June 30, 2019.form8-k.htm
2019-06-278-K2019-06-271.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.form8-k.htm
2019-05-208-K2019-05-161.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.form8-k.htm
2019-05-028-K2019-05-022.02 Results of Operations and Financial Condition2.02 On May 2, 2019, I.D. Systems, Inc. (the “Registrant”) issued a press release regarding financial results for the fiscal quarter ended March 31, 2019.form8-k.htm
2019-03-158-K2019-03-131.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
3.02 The information contained in Item 1.01 is incorporated herein by reference.
5.02 On March 14, 2019, Michael Ehrman resigned from his position as Chief Technology Officer of the Company, effective immediately.
7.01 On March 14, 2019, the Company and Pointer participated in a conference call with investors to discuss the Transactions.
form8-k.htm
2019-03-138-K2019-03-138.01 Other Events8.01 On March 13, 2019, I.D. Systems, Inc., a Delaware corporation (the “Company”), and Pointer Telocation Ltd., a public company limited by shares formed under the laws of the State of Israel (“Pointer”), issued a press release announcing the execution of an Agreement and Plan of Merger pursuant to which, upon the terms and subject to the conditions set forth therein, the Company has agreed to acquire Pointer through a newly-created holding company, PowerFleet, Inc., a Delaware corporation (“Parent”), together with related agreements providing for the financing of such acquisition (such Agreement and Plan of Merger and such other agreements are collectively referred to as the “Agreements,” and such acquisition, financing and related transactions are collectively referred to as the “Transactions”).form8-k.htm
2019-03-068-K2019-03-062.02 Results of Operations and Financial Condition2.02 On March 6, 2019, I.D. Systems, Inc. (the “Registrant”) issued a press release regarding financial results for the fiscal quarter and fiscal year ended December 31, 2018.form8-k.htm
2019-02-018-K2019-01-305.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On January 30, 2019, the Compensation Committee (the “Committee”) of the Board of Directors of I.D. Systems, Inc. (the “Company”) approved the Company’s 2019 Executive Incentive Plan (the “2019 EIP”) for eligible employees of the Company including certain of the Company’s named executive officers.form8-k.htm
2019-01-318-K2019-01-308.01 Other Events8.01 On January 30, 2019, I.D. Systems, Inc. (the “Company”) completed the acquisition (the “CarrierWeb Acquisition”) of substantially all of the assets of CarrierWeb, L.L.C. (“CarrierWeb”).form8-k.htm
2019-01-088-K2019-01-075.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On January 7, 2019, the Board of Directors (the “Board”) of I.D. Systems, Inc. (the “Company”) increased the annual base salary of Ned Mavrommatis, the Chief Financial Officer of the Company, to $300,000, effective as of January 1, 2019.form8-k.htm