8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): May 27, 2021

Daktronics, Inc.

(Exact Name of Registrant as Specified in Charter)

South Dakota	0-23246	46-0306862
(State or Other Jurisdiction of	(Commission	(I.R.S. Employer
Incorporation)	File Number)	Identification No.)

201 Daktronics Drive

Brookings, SD  57006

(Address of Principal Executive Offices, and Zip Code)

(605) 692-0200

(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))

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, No Par Value	DAKT	NASDAQ Global Select Market
Preferred Stock Purchase Rights	DAKT	NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Section 5 - Corporate Governance and Management

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)    Departure of a Director

On May 27, 2021, the Board of Directors of Daktronics, Inc. received notice that Robert G. Dutcher and Byron J. Anderson are retiring from the Board of Directors effective September 1, 2021. Dutcher and Anderson have served on the Daktronics board of directors since 2002 and 2005, respectively.

(d)    Election of a Director

On May 27, 2021, the Board of Directors of Daktronics, Inc. nominated Shereta Williams and Dr. Lance D. Bultena as members of the Board. Williams and Bultena will stand for election at the Annual Meeting of the Shareholders to be held on September 1, 2021 and have no arrangement or understanding with any person pursuant to which they were selected as a director of the company.

A copy of the press release issued by the Company regarding these matters is attached hereto as Exhibit 99.1 and furnished with this Current Report on Form 8-K.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits:

(d)  Exhibits. The following exhibit is furnished as part of this Report:

99.1 Press Release dated June 2, 2021 issued by Registrant regarding directors.

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.

		DAKTRONICS, INC.
		By:  /s/ Sheila M. Anderson
		Sheila M. Anderson, Chief Financial Officer
Date:	June 2, 2021

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated June 2, 2021 issued by Registrant regarding directors.
104	Cover page Interactive Data File (embedded within the Inline XBRL document)

EX-99.1

Daktronics board of directors announces board retirements and nominations

Brookings, S.D., June 2, 2021 (GLOBE NEWSWIRE) -- Daktronics, Inc. (NASDAQ - DAKT) announces the retirement of Robert G. Dutcher and Byron J. Anderson both effective on September 1, 2021. Dutcher and Anderson have served on the Daktronics board of directors since 2002 and 2005, respectively.

The board also announces the nominations of Shereta Williams and Dr. Lance D. Bultena as independent directors to its board for election at the September 1, 2021 annual meeting of shareholders.

Reece A. Kurtenbach, chairman, president and CEO, recognized the contributions from Dutcher’s and Anderson’s leadership and dedication to Daktronics, “We thank Byron and Bob for their significant contributions to Daktronics. Bob has served on our Board for 19 years, and as Chair of the Compensation Committee since 2007. From his previous experience as Chair of the Board and CEO of Possis Medical Inc., Bob brought to our board extensive knowledge in driving profitable growth in technology driven industries. Byron has served on our board for 16 years, serving on the Compensation and Nominating and Governance Committees. Byron’s experience as a senior leader at Agilent Technologies, Inc. and Hewlett-Packard Company brought unique knowledge of supply chains, international development, and organization strategy. We are grateful for Bob’s and Byron’s contributions to Daktronics over the years and wish them the best in retirement.”

Kurtenbach continued, “The nominations of Shereta and Lance will contribute to the strength of our board by bringing unique perspectives, experiences, and expertise. Shereta brings digital media industry strategic leadership demonstrated by an impressive track record of growth and diversification for the companies she has served. Lance brings a rich understanding of economic issues and background in global regulations and public policy. Lance has helped clients improve business outcomes and helps clients stay ahead of developments in these areas.”

More about the nominees

Shereta Williams is Vice President Business Development on the strategy and corporate development team of Cox Enterprises, Inc. based in Atlanta, Georgia and has served in such capacity since 2020. She has held a variety of strategy, corporate development and business development roles within the Cox Enterprise, Inc. subsidiaries and groups including President of Videa, LLC from 2014 through 2020; Vice President of Corporation Development for Cox Media Group from 2010 to 2013; and Director of Development and Digital Services for Cox Television from 2001 through 2006. In between the roles at Cox, from 2006 through 2009 she was the managing director of the currency division for Maven Funds, a startup hedge fund in Atlanta where she was responsible for managing traders, implementation of automated trading systems, risk management and operations. She began her career working in investment banking as analyst for mergers and acquisitions for Lazard Freres & Co, LLC from 1996 through 1998. She holds a Bachelor of Science degree in Electrical Engineering, with a concentration in Economics from the Massachusetts Institute of Technology. Ms. Williams brings to the Board extensive knowledge in corporate development, strategy, and mergers and acquisitions, as well as operational leadership in the digital communications industry.

Dr. Lance D. Bultena is the Global Director of Thought Leadership for Mobility and Transportation at Hogan Lovells, a global law firm, where he is currently a senior counsel after serving as a partner for many years. He has been at the firm (and its predecessor Hogan & Hartson) since 1999. He was Counsel to the U.S. Senate Committee on Commerce, Science, and Transportation from 1995-1999. He received a doctorate (D. Phil) in Politics and a masters (M.Phil) in Economics from Oxford University which he attended as a Rhodes Scholar. He received a law degree (J.D.) from Harvard Law School and did his undergraduate study at the University of South Dakota. Dr. Bultena brings to the board significant experience in helping businesses evaluate and address the challenges of technological change and public policy developments.

About Daktronics

Daktronics has strong leadership positions in, and is the world's largest supplier of, large-screen video displays, electronic scoreboards, LED text and graphics displays, and related control systems. The company excels in the control of display systems, including those that require integration of multiple complex displays showing real-time information, graphics, animation, and video. Daktronics designs, manufactures, markets and services display systems for customers around the world in four domestic business units:  Live Events, Commercial, High School Park and Recreation, and Transportation, and one International business unit. For more information, visit the company's website at: www.daktronics.com, email the company at investor@daktronics.com, call (605) 692-0200 or toll-free (800) 843-5843 in the United States, or write to the company at 201 Daktronics Dr., P.O. Box 5128, Brookings, S.D. 57006-5128.

Safe Harbor Statement

Cautionary Notice: In addition to statements of historical fact, this news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and is intended to enjoy the protection of that Act. These forward-looking statements reflect the Company's expectations or beliefs concerning future events. The Company cautions that these and similar statements involve risk and uncertainties which could cause actual results to differ materially from our expectations, including, but not limited to, changes in economic and market conditions, management of growth, timing and magnitude of future contracts and orders, fluctuations in margins, the introduction of new products and technology, the impact of adverse weather conditions, increased regulation and other risks described in the company's SEC filings, including its Annual Report on Form 10-K for its 2020 fiscal year. Forward-looking statements are made in the context of information available as of the date stated. The Company undertakes no obligation to update or revise such statements to reflect new circumstances or unanticipated events as they occur.

-END-

For more information contact:

INVESTOR RELATIONS:

Sheila M. Anderson, Chief Financial Officer

Tel (605) 692-0200

Investor@daktronics.com

XML

Document And Entity Information	May 27, 2021
Document Information [Line Items]
Entity, Registrant Name	Daktronics, Inc.
Document, Type	8-K
Document, Period End Date	May 27, 2021
Entity, Incorporation, State or Country Code	SD
Entity, File Number	0-23246
Entity, Tax Identification Number	46-0306862
Entity, Address, Address Line One	201 Daktronics Drive
Entity, Address, City or Town	Brookings
Entity, Address, State or Province	SD
Entity, Address, Postal Zip Code	57006
City Area Code	605
Local Phone Number	692-0200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000915779
CommonStockNoParValue Custom [Member]
Document Information [Line Items]
Title of 12(b) Security	Common Stock, No Par Value
Trading Symbol	DAKT
Security Exchange Name	NASDAQ
PreferredStockPurchaseRights Custom [Member]
Document Information [Line Items]
Title of 12(b) Security	Preferred Stock Purchase Rights
Trading Symbol	DAKT
Security Exchange Name	NASDAQ