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
Date of
Report (Date of earliest event reported): July 3, 2024 (
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Item 1.01 Entry Into a Material Definitive Agreement.
Effective June 27, 2024, the Board of Directors of the Company agreed to amend the terms of the material definitive agreements dated April 1, 2024 regarding voluntary surrender for cancellation of securities of the Company (and related matters) by: a) members of the family of Dominic Bassani, recently deceased former Chief Executive Officer and (with his family) the Company’s largest shareholder (collectively “Bassani Family”)(see Form 8-K dated April 3, 2024, Exhibit 10.1)(“Bassani Family Agreement”), and b) Mark A. Smith, President of the Company and a director (“MAS”)(see Form 8-K dated April 3, 2024, Exhibit 10.2)(“MAS Agreement”). The Bassani Family and MAS entered into these agreements with the intention of mitigating dilution to shareholders as new, successor management is added to the Company’s management team.
The amendments solely extend any dates of certain required conversions and/or exercises (and related promissory note maturity dates and warrant expiration dates), if any, that were earlier than January 15, 2025 to said date. No changes were made regarding any ‘give backs’ of securities of the Company.
On June 30, 2024, the Bassani Family provided the Company with their list regarding surrender of 20% of its Company holdings (as of December 2023)(See Exhibit 10.1 hereto). As previously reported, MAS has previously completed 100% of his ‘give backs’.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 27, 2024 Mr. Turk Stovall and Mr. Bob Weerts were appointed to the Board of Directors of the Company by the Board. See Exhibit 10.2 for information concerning Mr. Weerts.
At the same Board meeting, MAS formally informed the Board of his intention that his long anticipated retirement from his various positions (including Director, President, Interim Chief Financial Officer and General Counsel) at the Company (and its subsidiaries) begin effective the end of business on July 31, 2024. The Board commenced discussion of how best to replace his services which discussion is on-going.
Item 7.01 Regulation FD Disclosure.
On July 1, 2024, the Company issued a press release entitled “Bion Announces New Board Members” which press release has been placed on the Investors page of our website.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1 | ||
| 10.2 | ||
| 99.1 | Press Release titled “Bion Announces New Board Members” (dated July 2, 2024) | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) |
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SIGNATURE
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.
| BION ENVIRONMENTAL TECHNOLOGIES, INC. | ||
| By: | /s/ Mark A. Smith | |
| Date: July 3, 2024 | Name: | Mark A. Smith, President |