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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
Amendment
No. 2
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): April 8, 2024
Laser
Photonics Corporation
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-41515 |
|
84-3628771 |
(State
of other jurisdiction |
|
(Commission |
|
(IRS
Employer |
of
incorporation) |
|
File
Number) |
|
Identification
No.) |
1101
N. Keller Rd. |
|
|
Suite
G |
|
|
Orlando,
FL |
|
32810 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (407) 804-1000
(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 (see General Instruction A.2. below):
☐ |
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)) |
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock |
|
LASE |
|
The
Nasdaq Stock Market LLC |
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.
Explanatory
Note
On
April 11, 2024, Laser Photonics Corporation (“Laser Photonics”) filed a Current Report on Form 8-K (the “Original
Filing”) reporting the hiring of Carlos Sardinas to be Vice President, Finance, of Laser Photonics and on that date filed Amendment
No. 1 to the Original Filing to include the age of Mr. Sardinas that was inadvertently excluded from the Original Filing. This Amendment
No. 2 to the Original Filing includes the Offer of Employment Agreement for Mr. Sardinas that was inadvertently not included as Exhibit
10.1.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers
On
April 8, 2024, the registrant (“Laser Photonics”) entered into an Offer Letter Agreement (the “Agreement”) with
Carlos S. Sardinas to be Vice President, Finance, of the Company. Under the terms of the Agreement, Mr. Sardinas is an at-will employee,
will receive an annual base salary of $155,000 and will receive standard health and other benefits that the Company offers to its employees.
The foregoing is a summary of the terms of the Agreement with Mr. Sardinas and is qualified in its entirety by the offer letter attached
hereto and incorporated herein as Exhibit 10.1 to this Current Report on Form 8-K.
Mr.
Sardinas, age 42, has over 15 years of experience in the private and public sectors and has led and managed financial teams, developed
and implemented financial strategies and assisted companies in providing accurate and timely financial reporting. Most recently, from
June 2023 to January 2024, Mr. Sardinas served as Director of Finance for UES, a company providing personalized engineering, environmental,
testing and inspection services to public and private companies across the United States. From August 2015 to April 2023 Mr. Sardinas
was employed in several financial roles with L3 Harris Technologies, a publicly traded company involved in defense contracts with the
Federal Government, including Lead Systems Analyst, Senior Financial Planning Analyst, Accounting Director and, from November 2020 to
April 2023, Director of Finance. Mr. Sardinas received his Bachelor of Science-Business Administration degree from the University of
Florida and his MBA from the University of Florida.
Item
9.01 Financial Statements and Exhibits.
Exhibits
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 thereunto duly authorized.
Date:
May 13, 2024 |
Laser Photonics Corporation |
|
|
|
|
By: |
/s/
Wayne Tupuola |
|
|
Wayne
Tupuola |
|
|
CEO |
Exhibit
10.1
9345
Monterey Bay Dr.
Orlando,
FL 32832
cssardinas@gmail.com
321-271-6364
Offer
Letter – Terms of Employment
Dear
Carlos S. Sardinas:
After
careful consideration, we are pleased to extend you an offer to join Laser Photonics Corporation Our team members are dedicated
to pursuing excellence, and our success relies on the hard work and commitment of our team. We are confident you possess the skills and
abilities to contribute to this culture in a successful way, and we look forward to welcoming you to Laser Photonics Corporation.
The
following sets forth the key terms of employment:
|
A. |
START DATE, TITLE, AND LOCATION |
Your
employment term for this full-time, exempt position will begin on 04/08/2024 (“Start Date”). Your position will be
VP of Finance and you will initially report to Wayne Tupuola, CEO, who will assign your duties and responsibilities.
Your primary work location will be Laser Photonics Corporation.
Your
total annual compensation will consist of:
Base
Salary
Annualized
salary of $ 155,000.00 per year, paid bi-weekly consistent with our current payroll practices and subject to all
applicable deductions and withholdings.
Health
Insurance + Other Benefits
Laser
Photonics Corporation offers health, dental, vision, long-term disability, and life insurance coverage, which will be describe
in more details in the new hire package. Additional voluntary benefits, such as short-term disability, additional life insurance, and
flexible spending accounts, are also available to you. These plans and provisions are subject to change at any time.
Vacation
+ Personal Time
You
are entitled to ten (10) days of personal time off (“PTO”) during your first year of employment and will receive additional
days of PTO in subsequent years according to the Company’s PTO policy. PTO is playable as taken and does not accrue. Additionally,
you will also receive three (3) sick days, as well as seven (7) paid holidays throughout the year. PTO’s usage terms are governed
by the Employee Handbook and are also subject to state law. See the Employee Handbook for additional information.
Expenses
In
accordance with Laser Photonics Corporation policy, you may be provided with company materials and property. Any qualified
cash or out-of-pocket expenses will be reimbursed to you monthly upon receipt of your approved expense report and associated receipts.
These expense policies may change at any time at management’s sole discretion.
Employment
at Will
At
all times during your employment, you will be and shall remain an employee at will. Nothing in this letter shall be construed to create
a contract of employment for any specified duration between you and Laser Photonics Corporation, nor in any way limits your
right to terminate your employment at will, or Laser Photonics Corporation’s right to terminate your employment as an at-will
employee.
Employee
Non-Compete and Confidentiality
Please
review and sign the enclosed Employee Non-Compete and Confidentiality Agreement, which is a condition of your employment. The purpose
of this Agreement is to define your rights and obligations to Laser Photonics Corporation during the term of your employment and
thereafter. We have prepared this document so that you realize just how crucial it is for us to have your cooperation and commitment
to the continued growth and prosperity of our Company. In our competitive environment, we rely distinctly on your intellect and ingenuity.
Your creativity, enterprise, and prowess help us to succeed against intense competition; your monetary compensation and benefits package,
as well as industry-building projects and events within the Company, reflect this value. During your employment with us, you will learn
many of our company secrets and unique approaches; therefore, we ask that you keep confidential all the information that you learn and
that you not join a directly competitive business following your departure. You will learn about many key relationships, and we expect
that you will not solicit or try to interfere with any of those relationships. We invest substantial amounts of money in development,
marketing, and infrastructure to advance our activities. This is also an investment in you. It is not our intent to underwrite entrepreneurship
that will not end up profiting the Company. Simply put, all work done on Company time belongs to the Company.
Entire
Agreement
This
letter, as well as the enclosed Employee Non-Compete and Confidentiality Agreement, will contain the entire agreement and understanding
between you and Laser Photonics Corporation, and supersedes any prior or contemporaneous offers, agreements, understandings, or
commitments by or on behalf of Laser Photonics Corporation, whether oral or written. The term of your employment may in the future
be amended, but only in writing, signed by you, and by a duly authorized officer of Laser Photonics Corporation.
Conditions
of Offer
(i)
This offer is contingent upon satisfactory references and background check.
(ii)
You are not under any employment, non-compete, non-disclosure, confidentiality, or other restrictive covenant that may block or hinder
your performance as an employee of the Company.
(iii)
For I9 purposes, proof, within three (3) days of hire, that you are presently eligible to work in the United States. This is a continual
obligation; if the work authorization you originally provided should expire, you will be required to provide evidence of continuing employment
authorization.
If
you have any questions, please feel free to contact Jessica Morales.
Upon acceptance, please sign and return this
letter and the enclosed agreement via DocuSign within 48 hours.
Yours Truly, |
|
|
|
/s/
Wayne Tupuola |
|
Wayne Tupuola |
|
Chief Executive Officer |
|
Accepted and
Agreed: |
|
|
|
Carlos
S. Sardinas |
|
/s/ Carlos S. Sardinas |
|
4/2/2024 | 12:51 PM PDT |
|
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