SURNA INC. (OTCMKTS:SRNA) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
The disclosure under Item 5.02 is incorporated herein by
reference to the extent required.
Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
On March 14, 2017, the Board of Directors (the Board) of Surna
Inc. (the Company) appointed Timothy J. Keating as a director to
the Board. Mr. Keating will serve as the Companys Chairman and
lead independent director.
On March 14, 2017, Mr. Keating and the Company entered into a
Board of Directors Agreement (the Agreement). to the Agreement,
as a non-executive director of the Company and non-employee
Chairman of the Board, Mr. Keating is entitled to an annual
retainer of $75,000, of which $30,000 will be in the form of
restricted common stock. The Company has also issued Mr. Keating
an equity retention payment of 1,400,000 shares of the Companys
restricted common stock (i) 700,000 shares of which vested
immediately and (ii) 700,000 shares of which will vest on March
1, 2018.
There are no transactions between Mr. Keating and the Company
that would be required to be reported under Item 404(a) of
Regulation S-K.
The foregoing summary of the Agreement is qualified in its
entirety by reference to the full text of the agreement, a copy
of which will be filed as an exhibit to the Companys next
periodic report.
Item 7.01 Regulation FD.
On March 14, 2017, the Company issued a press release announcing
the appointment. A copy of the press release is attached hereto
as Exhibit 99.1.
The information in this Item 7.01, including the exhibit attached
hereto, shall not be deemed filed for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the Exchange
Act), or incorporated by reference in any filing under the
Securities Act, or the Exchange Act, except as shall be expressly
set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press release dated March 14, 2017 (furnished herewith). |
Forward Looking Statements
This Current Report includes forward-looking statements.
Forward-looking statements discuss matters that are not
historical facts. Examples of forward-looking statements include,
but are not limited to: (a) projections of revenues, capital
expenditures, growth, prospects, dividends, capital structure and
other financial matters; (b) statements of plans and objectives
of the Company or its management or the Companys board of
directors; (c) statements of future economic performance; (d)
statements of assumptions underlying other statements and
statements about the Company and its business relating to the
future; and (e) any statements using such words as anticipate,
believe, estimate, could, should, would, seek, plan, expect, may,
predict, project, intend, potential, continue, or similar
expressions. There are a number of important factors that could
cause actual results or events to differ materially from those
indicated by such forward-looking statements, including:
uncertainties as to the timing of the transactions; uncertainties
as to how many holders will agree to the terms of a transaction;
the possibility that various closing conditions for the
transactions may not be satisfied or waived; and other risks and
the other factors described in the Companys Annual Report on Form
10-K for the year ended December 31, 2015 filed with the SEC and
the Companys other SEC filings. Except as otherwise required by
law, the Company disclaims any intention or obligation to update
any forward-looking statements as a result of developments
occurring after the date of this Current Report. All
forward-looking statements in this Current Report are qualified
in their entirety by this cautionary statement.
About SURNA INC. (OTCMKTS:SRNA)
Surna Inc. develops, designs and distributes cultivation technologies for controlled environment agriculture (CEA). The Company’s segment is designing, manufacturing, and distributing indoor climate control systems, including but not limited to chillers, lights, reflectors, and irrigation systems, for use in conjunction with the state-regulated cannabis and CEA industry. The Company’s technologies include a line of optimized lighting, environmental control, air sanitation and cultivation facilities. The Company offers full mechanical, electrical, and plumbing (MEP) services, including designing and engineering commercial scale thermodynamic systems specific to indoor grow facility conditions. The Company’s products include Surna Chillers, Surna Reflectors, Hybrid Building and Air Sanitation. Its customers include state-regulated cannabis cultivation facilities, as well as traditional indoor agricultural facilities, including organic herb and vegetable producers. SURNA INC. (OTCMKTS:SRNA) Recent Trading Information
SURNA INC. (OTCMKTS:SRNA) closed its last trading session down -0.002 at 0.171 with 186,901 shares trading hands.