LASE Laser Photonics Corporation

 

 

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): August 22, 2024

 

Laser Photonics Corporation

(Exact name of registrant as specified in its charter)

 

Delaware		001-41515		84-3628771
(State of other jurisdiction		(Commission		(IRS Employer
of incorporation)		File Number)		Identification No.)

 

1101 N. Keller Rd. Suite G Orlando, FL		32810
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code: (407) 804-1000

 

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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol		Name of exchange on which registered
Common Stock		LASE		The NASDAQ Stock Market LLC

 

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 August 22, 2024, Shara Pathak resigned as a member of the Board of Directors of the registrant (“Laser Photonics”) without any disagreement regarding the operations, policies or practices of Laser Photonics. Ms. Pathak was Chairman of the Compensation Committee and a member of the Nominating and Corporate Governance Committee and Audit Committee of the Laser Photonics Board of Directors. The Board of Directors of Laser Photonics accepted her resignation and appointed Tim Miller, the founder and former CEO of Control Micro Systems, Inc., to fill the vacancy created by the resignation of Shara Pathak and to be the Chairman of the Compensation Committee.

 

Tim Miller, age 71, has since 1983 served as the founder and CEO of Control Micro Systems, Inc. (“CMS”). CMS was a pioneer in software controls development for laser machines that expanded to cover a wide range of laser-based manufacturing processes, including laser marking, cutting, drilling, and welding and designing and building complete industrial laser systems, for a global customer base. Mr. Miller had four patents granted by the USPTO in aspects of laser manufacturing. By the time of its sale for over $10 million in 2019 to 600 Group PLLC, a company that until April 2024 was listed on the AIM market of the London Stock Exchange, CMS had grown, without any third-party financing, to over 55 employees with annual revenues over $10 million operating in a 40,000 sq. ft. facility. Mr. Miller graduated from the University of Central Florida in 1978 with a BS Degree in Computer Science. Laser Photonics believes that the experience that Mr. Miller has in the laser photonics industry and the growth of CMS as well as overseeing a successful exit for CMS qualifies him to be a valuable member of the Laser Photonics Board of Directors.

 

Item 7.01. Regulation FD Disclosure.

 

On August 29, 2024, the Company issued a press release regarding the appointment of Tim Miller to its Board of Directors. A copy of the foregoing press release is attached as Exhibit 99.1 to this Current Report on Form 8-K (this “Current Report”) and is incorporated by reference herein.

 

The information set forth under Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Current Report, including Exhibit 99.1, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing, except as expressly set forth by specific reference in such a filing. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.

 

This Current Report, including Exhibit 99.1, contains forward-looking statements. These forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed in these forward-looking statements

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibits

 

	99.1	Press Release of Laser Photonics Corporation dated August 29, 2024
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

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.

 

Date: August 29. 2024	Laser Photonics Corporation
	By:	/s/ Wayne Tupuola
		Wayne Tupuola
		CEO

 

 

 

Exhibit 99.1

 

Laser Photonics Welcomes Director With Expertise in Laser System Development for Pharmaceutical and Other Industries

Tim Miller, Founder of Control Micro Systems, Joins LPC’s Board of Directors

 

ORLANDO, Fla., Aug. 29, 2024 – Laser Photonics Corporation (LPC) (NASDAQ: LASE), a leading global developer of industrial laser systems for cleaning and other material processing applications, announced today that Tim Miller has been appointed to its board of directors, effective August 23, 2024. He will also serve as Chairman of LPC’s Compensation Committee.

 

Miller brings a wealth of expertise in laser systems for material processing to LPC’s board. Since 1983, he headed Control Micro Systems, Inc. (CMS), establishing it as a leading provider of turnkey laser systems for solving unique material processing challenges in manufacturing. CMS was a pioneer in software controls development for laser machines that covered a wide range of laser-based manufacturing processes, including marking, cutting, drilling, and welding. The company was also known for designing and building complete industrial laser systems for a broad range of industries, including the pharmaceutical sector.

 

“I’m pleased to welcome Tim to the board of Laser Photonics,” said Wayne Tupuola, CEO of Laser Photonics. “His vast expertise and the experience he has gained on his journey from founding Control Micro Systems to its successful sale makes him a valuable addition to the board of Directors. We are confident his experience will help us grow in existing markets and establish a presence in new sectors.”

 

Under Miller’s leadership, Control Micro Systems held four patents granted by the USPTO in aspects of laser manufacturing. By the time of the company’s sale for over $10 million in 2019 to 600 Group PLLC, a company that until April 2024 was listed on the AIM market of the London Stock Exchange, CMS had grown, without any third-party financing, to over 55 employees with annual revenues over $10 million. Miller holds a Bachelor of Science in computer science from the University of Central Florida.

 

Cautionary Note Concerning Forward-Looking Statements This press release contains “forward-looking statements” (within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended), including statements regarding the Company’s plans, prospects, potential results and use of proceeds. These statements are based on current expectations as of the date of this press release and involve several risks and uncertainties, which may cause results and uses of proceeds to differ materially from those indicated by these forward-looking statements. These risks include, without limitation, those described under the caption “Risk Factors” in the Registration Statement. Any reader of this press release is cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date of this press release except as required by applicable laws or regulations.

 

About Laser Photonics Corporation

 

Laser Photonics is a vertically integrated manufacturer and R&D Center of Excellence for industrial laser technologies and systems. LPC seeks to disrupt the $46 billion, centuries old, sand and abrasives blasting markets, focusing on surface cleaning, rust removal, corrosion control, de-painting and other laser-based industrial applications. LPC’s new generation of leading-edge laser blasting technologies and equipment also addresses the numerous health, safety, environmental, and regulatory issues associated with the old methods. As a result, LPC has quickly gained a reputation as an industry leader for industrial laser systems with a brand that stands for quality, technology and product innovation. Currently, world-renowned and Fortune 1000 manufacturers in the aerospace, automotive, defense, energy, maritime, nuclear and space industries are using Laser Photonics’ “unique-to-industry” systems. For more information, visit https://www.laserphotonics.com.

 

Investor Relations Contact:

laser@haydenir.com

 

Contact:

Karla Kizzort

Laser Photonics Corporation

kkizzort@laserphotonics.com

 

 

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Cover	Aug. 22, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 22, 2024
Entity File Number	001-41515
Entity Registrant Name	Laser Photonics Corporation
Entity Central Index Key	0001807887
Entity Tax Identification Number	84-3628771
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1101 N. Keller Rd.
Entity Address, Address Line Two	Suite G
Entity Address, City or Town	Orlando
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	32810
City Area Code	(407)
Local Phone Number	804-1000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	LASE
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	true

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