SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
April 27, 2021
Date of Report (Date of earliest event reported)
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction of||(Commission||(IRS Employer|
|incorporation)||File Number)||Identification No.)|
|15455 Dallas Parkway, Suite 550|
|(Address of Principal Executive Offices)||(Zip Code)|
Registrant’s Telephone Number, Including Area Code: (972) 248-0412
(Former name or former address, if changed since last report)
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:
¨ 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(s)||Name of each exchange on which registered|
|Common Stock, par value $0.0001 per share||DSKE||The NASDAQ Capital Market|
|Warrants, each exercisable for one half of a share of Common Stock at an exercise price of $5.75 per half share||DSKEW||The NASDAQ Capital Market|
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.
On April 27, 2021, the Board of Directors (the “Board”) of Daseke, Inc. (the “Company”) appointed Catharine Ellingsen to the Board, effective as of such date. Also on April 27, 2021, the Board appointed Ms. Ellingsen to the Compensation Committee of the Board (the “Compensation Committee”) and the Corporate Governance and Nominating Committee of the Board (the “Corporate Governance and Nominating Committee”).
Ms. Ellingsen will receive compensation for service on the Board, the Compensation Committee and the Corporate Governance and Nominating Committee in a manner consistent with the Company’s non-employee director compensation policies and programs in effect from time to time. Currently, the Company’s non-employee directors receive an annual cash retainer of $75,000, which is paid in equal installments quarterly. Also in connection with her appointment to the Board, Ms. Ellingsen entered into an indemnification agreement with the Company in the same form that the Company has entered into with its other directors.
There are no current or proposed transactions in which Ms. Ellingsen has or will have a direct or indirect material interest and in which the Company is or will be a participant that require disclosure pursuant to Item 404(a) of Regulation S-K. In addition, there are no arrangements or understandings between Ms. Ellingsen and any other person pursuant to which she was appointed as a director.
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 hereunto duly authorized.
|Date: May 3, 2021||By:||/s/ Soumit Roy|
|Title:||Executive Vice President, Chief Legal Officer, General Counsel and Corporate Secretary|