UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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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 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Effective January 9, 2023, Jikun Kim, 58, will commence employment as Senior Vice President and Chief Financial Officer of CalAmp Corp. (the “Company”). Mr. Kim will serve as principal financial officer and principal accounting officer. Xiaolian (Cindy) Zhang will cease service as Interim Chief Financial Officer, and will continue to serve as Senior Vice President, Financial Planning and Analysis, and Erik Schulz will cease service as Interim Principal Accounting Officer, and will continue to serve as Vice President and Corporate Controller.
Mr. Kim currently serves as Chief Financial Officer of Momentus, Inc., a Nasdaq-listed space infrastructure company, a position he has held since September 2020. Prior to Momentus, from January 2019 to September 2020, Mr. Kim served as the Chief Financial Officer at Formlabs Inc., a 3D printer company. From June 2016 to December 2019, Mr. Kim served as the Chief Financial Officer at EMCORE Corporation, a Nasdaq-listed company producing advanced semiconductor products, from February 2015 to June 2016, he served as Chief Financial Officer at Merex Group, a defense and space company, and from June 2009 to February 2015, Mr. Kim served as Chief Financial Officer at AeroVironment, Inc., a Nasdaq-listed aviation and aerospace technology company. Mr. Kim received an M.B.A. degree from Columbia Business School, an M.S. degree in Electrical Engineering from the University of California at Los Angeles and a B.S. degree in Electrical Engineering from the University of California at Berkeley.
Under an offer letter dated November 21, 2022 (the “Offer Letter”), the terms of which were accepted by Mr. Kim on November 28, 2022, Mr. Kim will be paid a salary of $425,000 per year (the “Base Salary”), and will be eligible to receive annual target incentive compensation of 70% of Base Salary, with a guaranteed pay-out for the fourth quarter of fiscal year 2023 of not less than $49,583. The Company will also grant 265,008 restricted stock units (“RSUs”) to Mr. Kim effective as of his January 9th date of hire. One-third of the RSUs will vest on the first anniversary of Mr. Kim’s start date and the remaining two-thirds will vest in substantially equal quarterly installments over the subsequent two year period, in each case subject to Mr. Kim’s continuous service with the Company through each applicable vesting date, and subject to the terms of the Company’s standard RSU award agreement. Mr. Kim will also receive a one-time signing bonus in the amount of $175,000, which is repayable to the Company if Mr. Kim voluntarily leaves the Company within twelve (12) months of his start date or is terminated for cause. Mr. Kim will also be offered an executive employment agreement in the form of the Company’s standard executive employment agreement.
There are no family relationships between Mr. Kim and any other director or executive officer of the Company, or with any person selected to become an officer or a director of the Company.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit |
Description | |
| 99.1 | Press Release dated December 2, 2022. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be filed on its behalf by the undersigned hereunto duly authorized.
| CALAMP CORP. | ||||||
| December 2, 2022 | By: | /s/ Jeffery Gardner | ||||
| Date | Jeffery Gardner | |||||
| President and Chief Executive Officer | ||||||
| (Principal Executive Officer) | ||||||