AURA SYSTEMS, INC. (OTCMKTS:AUSI) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersITEM 5.02 REMOVAL OF DIRECTOR; ELECTION OF DIRECTORS
On March 29, 2018, in accordance with Sections 228 of the Delaware General Corporations Law (“DGCL”) and as authorized by Aura’s bylaws, stockholders representing more than 50% of the outstanding shares of the Company’s common stock entitled to vote in the election of members of Aura’s board of directors delivered to the Company a Written Consent of the Shareholders of Aura Systems, Inc. by which such stockholders voted to elect Gary Douglas, Salvador Diaz-Verson, Jr., and William Anderson to serve as directors on the Company’s Board of Directors. to that Written Consent of the Shareholders of Aura Systems, Inc., Mssrs. Douglas, Diaz-Verson, Jr., and Anderson were elected as directors by stockholders effective March 29, 2018.
Shareholders holding 22,306,577 shares of Aura common stock entitled to vote for the election of directors voted through the Written Consent of the Stockholders of Aura to elect Mssrs. Douglas, Diaz-Verson, Jr., and Anderson to the Aura board of directors. Therefore, the shares of common stock voted through the Written Consent of the Stockholders of Aura Systems, Inc. to elect Mssrs. Douglas, Diaz-Verson, Jr., and Anderson exceeded the number required for such action.
William Anderson– Mr. Anderson is a seasoned marketer, merchandiser, and start-up entrepreneur with global experience. Mr. Anderson holds a BS from Columbia University in Industrial Engineering & Operations Research and an MBA from Harvard Business School. Prior to his current entrepreneurial activities, Mr. Anderson was Chief Marketing and Chief Merchandising Officer with global responsibility for Carrefour and CEO of @Carrefour, which was Carrefour’s initial foray into e-commerce. Mr. Anderson has held senior executive positions in numerous companies such as Hardlines at Kmart Corporation, Federated Department Stores, Ames Department Stores and Oshman’s Sporting Goods. He is also an experienced start-up entrepreneur, having founded Domain Home Furnishings, Leisure Concepts Management, and Gluuteny, Inc., with private equity backing. Mr. Anderson is and has served on numerous boards of directors including: Xoran Technologies; Wind Point Partners, OpTier; Domain (of which he is also a co-founder) a Bain Capital & Bessemer Venture Partners retailer. In 2014 Mr. Anderson became a Vistage International Chair and formed a CEO peer-group in Philadelphia.
Gary Douglas-Mr. Gary Douglas has a BBA in Management degree, with extensive experience in cooperate communication and investment banking. He is a principal in Douglas Strategic Communications LLC, a marketing strategy and communications consultancy, and Ex officio Chairman of Picture Marketing, Inc., a digital marketing company. Mr. Douglas also formally served as Chief Marketing Officer of O’Melveny Consulting LLP, a unit of a global law firm. He also served as President of SP/Hambros America and Division President of Geneva Learning Systems and Group Vice President of Business Development for the five Geneva Companies, both SP/Hambros and The Geneva companies were middle market investment bankers.
Salvador Diaz-Verson, Jr.Mr. Diaz-Verson served as a director of Aura from June 2007 to January 2018 and from 1997 to 2005. Mr. Diaz-Verson, Jr. is thefounder, Chairman and President of Diaz-Verson Capital Investments, Inc., and was aregistered investment advisor with the Securities and Exchange Commission until 2009. Mr. Diaz-Verson, Jr. served as President and member of the board of directors of American Family Corporation (AFLAC, INC.) from 1976 until 1992. Mr. Diaz-Verson, Jr. served as Executive Vice President and Chief Investment Officer of American FamilyLife AssuranceCompany, a subsidiary of AFLAC, INC. He is currently Chairman of Miramar Securities. Mr. Diaz-Verson, Jr. has received two presidential appointments to the Christopher Columbus Fellowship Foundation; first by President George H.W.Bush in 1992 and subsequently by President Clinton in 2000. Mr. Diaz-Verson, Jr. is a trustee ofthe Florida State University Foundation and is a national trustee of the Boys andGirls Club of America. He also serves as a trustee of Clark Atlanta University. Mr. Diaz-Verson, Jr. is a graduate of Florida State University and was selected as a directorin view of his lengthy experience in managing companies and his knowledge of capital investments.
There are no arrangements or understandings between Mr. Douglas, Mr. Diaz-Verson, Jr., or Mr. Anderson, respectively, and any other person to which he was elected as a director. Neither Mr. Douglas, Mr. Diaz-Verson, Jr., nor Mr. Anderson is a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K. Since the beginning of the Company’s last fiscal year, neither Mr. Douglas, Mr. Diaz-Verson, Jr., nor Mr. Anderson have been a participant in any financial transactions, arrangements or relationships with the Company in an amount exceeding $120,000 nor do they have any direct or indirect material interest in the same. It was not determined on which, if any, committee(s) of the Board of Directors Mssrs. Anderson, Diaz-Verson, Jr. and Douglas will serve.
About AURA SYSTEMS, INC. (OTCMKTS:AUSI)
Aura Systems, Inc. (Aura) designs, assembles, tests and sells its Axial Flux induction machine (AF) known as the AuraGen for industrial and commercial applications and VIPER for military applications. The Company’s system when applied as a generator uses the engine of a vehicle or any other prime mover to create mechanical energy and the AuraGen converts the mechanical energy to electric power. Its control system is used to deliver such power to the user. When used as an electric motor, its system delivers mechanical power to drive mechanical devices. The Company focuses on mobile power applications and thus the Company requires interface kits to prime movers. In addition the Company has interface kits for numerous model of military HMMWV, as well as other military vehicles. The Company is also working with a number of customers on integrating its AuraGen/VIPER power solution with stand alone engines knows as Auxiliary-Power-Unit (APU) to be used in emergency rescue.