8-K

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): November 12, 2020

INTRUSION INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	000-20191	75-1911917
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1101 East Arapaho Road, Suite 200, Richardson, Texas	75081
(Address of Principal Executive Offices)	(Zip Code)

(972) 234-6400

(Registrant’s Telephone Number, Including Area Code)

NOT APPLICABLE

(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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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. ☐

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, $0.01 par value per share	INTZ	Nasdaq Capital Market

ITEM 8.01 OTHER EVENTS

On November 12, 2020, Intrusion Inc. issued a press release announcing the addition of several new positions to its senior leadership team to support the commercial launch of its revolutionary Shield™ cybersecurity solutions and expected future growth. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

99.1 — Press Release “INTRUSION Expands Senior Management to Support Rapid Growth” issued on November 12, 2020.

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 hereunto duly authorized.

	INTRUSION INC.
Dated: November 12, 2020	By:	/s/ Jack B. Blount
		Jack B. Blount President and Chief Executive Officer

EX-99.1

Exhibit 99.1

NEWS RELEASE
	101 East Park Blvd, Suite 1300 Plano, TX 75074 (972) 234-6400

Contact

Julia Kramer

jkramer@intrusion.com

P: 972-301-3635

INTRUSION Expands Senior Management to Support Rapid Growth

Plano, Texas – Nov. 12, 2020 –INTRUSION Inc. (NASDAQ: INTZ), a leading provider of entity identification, high speed data mining, cybercrime and advanced persistent threat detection services, has added several new positions to its senior leadership team to support the commercial launch of its revolutionary Shieldcybersecurity solutions and expected future growth. Andrew Wildrix has been appointed Vice President of Information Technology, and Brandy Schade has been named Vice President of People and Culture.

Wildrix joins INTRUSION with over 30 years of technical experience, including over 20 years of service for the U.S. Army. He has an extensive history working with complex technical environments, high level security clearances, and within large organizations, such as AT&T. He is tasked with scaling INTRUSION’s technology infrastructure to keep pace with the Company’s swift expansion and supporting customer network environments.

Brandy Schade comes to INTRUSION with more than 20 years of experience in leadership consulting as well as people and culture development. In her new role, she will oversee hiring and staffing with a focus on recruiting and retaining high-level talent to help fuel the Company’s growth and has already brought us more than a dozen talented recruits.

In addition to these positions, Joe Head has been named Senior Vice President of Direct Sales. He previously served as INTRUSION’s Senior Vice President of Strategic Programs. In this position, he will oversee a new team of five regional sales directors who will build the Company’s large enterprise sales throughout the country.

“INTRUSION is poised for significant growth with our family of cybersecurity solution for the businesses and government agencies, Shield. This expected growth trajectory requires that we have the best talent in the right positions with the strategic expertise necessary to successfully lead our Company,” said Jack Blount, President and CEO of INTRUSION. “The expansion of our sales channels – both direct and indirect – and the development of our future solutions are extremely important in ensuring that customers across all business categories and sizes have access to INTRUSION’s revolutionary Shield cybersecurity solutions. Achieving rapid growth requires great technology solutions and great people. With the talent we are now adding we will achieve amazing results.”

The Company has also added a Senior Cloud Architect with more than 30 years of technical experience who has worked extensively with CEO Blount on other high-profile Cloud projects and will be supporting its Shield CLOUD initiative. Further, the Company is building out several internal departments, including the addition and fulfillment of several new positions to its technical support, tele-sales and project management departments.

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About INTRUSION Inc.

INTRUSION Inc. is a global provider of entity identification, high speed data mining, cybercrime and advanced persistent threat detection products. INTRUSION’s solution families include Shield™, a combination of plug-n-play hardware, software, global data, and real-time Artificial Intelligence (AI) services that provide organizations with the most robust cybersecurity defense possible, TraceCop™ for identity discovery and disclosure, and Savant™ for network data mining and advanced persistent threat detection. INTRUSION’s solutions help protect critical information assets by quickly detecting, protecting, analyzing and reporting attacks or misuse of classified, private and regulated information for government and enterprise networks. For more information, please visit www.intrusion.com.

Cautionary Statement Regarding Forward Looking Information

This release may contain certain forward-looking statements, which reflect management's expectations regarding future events and operating performance and speak only as of the date hereof. These forward- looking statements involve a number of risks and uncertainties. Such statements include, without limitation, statements regarding the introduction of our new INTRUSION Shield solution, the expected contributions of the these recently hired individuals, and the anticipated benefits these contributions will make to the future success of the Company, as well as other statements that are forward looking in nature. These statements are made under the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and involve risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, including, without limitation, the risk that our new and upcoming product solutions do not achieve the market acceptance we anticipate, or that these newly hired individuals and these newly created position do not improve the Company’s future performance as expected, as well as other risks that we have detailed in the Company's most recent reports on Form 10-K and Form 10-Q, particularly under the heading “Risk Factors.”