Statistiche di base
| CIK | 875355 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Insignia Systems, Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| August 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-KT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-KT ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended or ☒ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from January 1, 2025 to June 30, 2025 Commission File Number: 001 |
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| August 28, 2025 |
UNITED STATES 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 August 28, 2025 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Ide |
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| August 28, 2025 |
LENDWAY, INC. ANNOUNCES JUNE 30, 2025 FINANCIAL RESULTS Exhibit 99.1 Contact: Lendway, Inc. Biz McShane, CFO (763) 392-6200 FOR IMMEDIATE RELEASE LENDWAY, INC. ANNOUNCES JUNE 30, 2025 FINANCIAL RESULTS MINNEAPOLIS, MN – August 28, 2025 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway” or the “Company”) today announced its financial results for the three and six months ended June 30, 2025. Overview Quarter ended June 30, 2025 ● Net revenue was $23.2 million. ● |
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| August 28, 2025 |
LENDWAY, INC. Power of Attorney Exhibit 24.1 LENDWAY, INC. Power of Attorney The undersigned director of Lendway, Inc., a Delaware corporation (the “Company”), does hereby make, constitute and appoint Mark R. Jundt, Daniel C. Philp and Elizabeth E. McShane, and each of them, the undersigned’s true and lawful attorneys-in-fact and agents, with power of substitution and resubstitution, for the undersigned and in the undersigned’s |
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| May 13, 2025 |
LENDWAY, INC. ANNOUNCES QUARTER ENDED MARCH 31, 2025 FINANCIAL RESULTS Exhibit 99.1 Contact: Lendway, Inc. Biz McShane, CFO (763) 392-6200 FOR IMMEDIATE RELEASE LENDWAY, INC. ANNOUNCES QUARTER ENDED MARCH 31, 2025 FINANCIAL RESULTS MINNEAPOLIS, MN – May 13, 2025 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway” or the “Company”) today announced its financial results for the quarter ended March 31, 2025. Overview Quarter ended March 31, 2025 ● Net revenue was $12.4 million. ● |
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| May 13, 2025 |
UNITED STATES 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 May 13, 2025 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Identi |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 001-13471 L |
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| March 27, 2025 |
UNITED STATES 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 March 24, 2025 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Iden |
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| March 27, 2025 |
Exhibit 21.1 Subsidiaries of the Company Name Jurisdiction Ownership Interest Araucania Flowers SA Chile 30.0% Bloomia B.V. Netherlands 81.4% Bloomia PTY Ltd. South Africa 81.4% Farmland Credit, Inc. Minnesota, United States 100.0% Farmland Credit AV, LLC Minnesota, United States 100.0% Farmland Credit FR, LLC Minnesota, United States 100.0% Fresh Tulips USA, LLC Delaware 81.4% Tulp 24.1, LLC Dela |
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| March 27, 2025 |
Exhibit 24.1 LENDWAY, INC. Power of Attorney The undersigned director of Lendway, Inc., a Delaware corporation (the “Company”), does hereby make, constitute and appoint Mark R. Jundt, Daniel C. Philp and Elizabeth E. McShane, and each of them, the undersigned’s true and lawful attorneys-in-fact and agents, with power of substitution and resubstitution, for the undersigned and in the undersigned’s |
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| March 27, 2025 |
LENDWAY, INC. INSIDER TRADING POLICY A. Purpose Federal and state securities laws prohibit individuals from trading in the securities of a company while they are aware of material information about that company that is not generally known or available to the public. Such trading is often referred to as “insider trading.” The purpose of this Insider Trading Policy is to prevent insider trading or a |
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| March 27, 2025 |
DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Exhibit 4.1 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The summary of the general terms and provisions of the capital stock of Lendway, Inc. (the “Company”) set forth below does not purport to be complete and is subject to and qualified by reference to the Company’s Certificate of Incorporation, as amended from time to time (the “Certificate |
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| March 27, 2025 |
LENDWAY, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2024 FINANCIAL RESULTS Exhibit 99.1 Contact: Lendway, Inc. Biz McShane, CFO (763) 392-6200 FOR IMMEDIATE RELEASE LENDWAY, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2024 FINANCIAL RESULTS MINNEAPOLIS, MN – March 27, 2025 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway” or the “Company”) today announced its financial results for the fourth quarter and year-ended December 31, 2024 (“Q4”). Overview Fourth quarter fiscal year 202 |
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| March 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 001-13471 LENDWA |
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| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 001-13471 LENDWAY, INC. ( |
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| November 19, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 November 19, 2024 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer I |
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| November 19, 2024 |
LENDWAY, INC. ANNOUNCES THIRD QUARTER 2024 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Lendway, Inc. Biz McShane, CFO (763) 392-6200 FOR IMMEDIATE RELEASE LENDWAY, INC. ANNOUNCES THIRD QUARTER 2024 FINANCIAL RESULTS MINNEAPOLIS, MN – November 19, 2024 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway” or the “Company”) today announced its financial results for the third quarter ended September 30, 2024 (“Q3”). Overview Third quarter fiscal year 2024 · Net revenue was $6 |
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| November 14, 2024 |
SEC FILE NUMBER 001-13471 CUSIP NUMBER 45765Y204 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 22, 2024 |
UNITED STATES 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 October 16, 2024 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Id |
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| October 22, 2024 |
EXHIBIT 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT This FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), made and entered into as of October 16, 2024, is by and among (1) TULP 24.1, LLC, a Delaware limited liability company (“Bloomia Acquisition”, together with each other Person joined to the Credit Agreement (as defined below) as a borrower from time to time, each, a “Borrower”, and collecti |
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| October 1, 2024 |
LDWY / Lendway, Inc. / AIR T INC - SC 13D/A Activist Investment SC 13D/A 1 a29845454-v1xamendmentno.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 18) LENDWAY, INC. (Name of Issuer) Common Stock, par value of $0.01 per share (Title of Class of Securities) 45765Y204 (CUSIP Number) Air T, Inc. 11020 David Taylor Drive, Suite 305 Charlotte, North Carolina |
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| October 1, 2024 |
Amended and Restated Delayed Draw Term Note with Air T, Inc. dated September 27, 2024 EXHIBIT 10.1 AMENDED AND RESTATED DELAYED DRAW TERM NOTE $3,500,000 September 27, 2024 FOR VALUE RECEIVED, LENDWAY, INC., a Delaware corporation (the “Borrower”), hereby promises to pay to AIR T, INC., a Delaware corporation or its endorsees, successor and assigns (together with its endorsees, successors, and assigns, the “Lender”), at its office located at 5930 Balsom Ridge Road, Denver, NC 28037 |
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| October 1, 2024 |
UNITED STATES 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 September 27, 2024 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer |
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| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 UNITED STATES 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 August 15, 2024 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Ide |
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| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 LENDWAY, INC. (Exact n |
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| August 19, 2024 |
LENDWAY, INC. ANNOUNCES SECOND QUARTER 2024 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Lendway, Inc. Biz McShane, CFO (763) 392-6200 FOR IMMEDIATE RELEASE LENDWAY, INC. ANNOUNCES SECOND QUARTER 2024 FINANCIAL RESULTS MINNEAPOLIS, MN – August 19, 2024 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway” or the “Company”) today announced significant improvement in its financial results for the second quarter ended June 30, 2024 (“Q2”). Overview Second quarter fiscal year 20 |
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| August 19, 2024 |
Form of Restricted Stock Award Agreement for Directors under 2018 Equity Incentive Plan EXHIBIT 10.4 INSIGNIA SYSTEMS, INC. 2018 EQUITY INCENTIVE PLAN Restricted Stock Award Agreement (For Non-Employee Directors) Lendway, Inc. (f/k/a Insignia Systems, Inc.) (the “Company”), pursuant to its 2018 Equity Incentive Plan (the “Plan”), hereby grants to you, the Participant named below, an Award of Restricted Stock, whose vesting is subject the satisfaction of service-based conditions. The |
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| August 19, 2024 |
Delayed Draw Term Note payable to Air T Inc. dated August 15, 2024 EXHIBIT 10.5 DELAYED DRAW TERM NOTE $2,500,000 August 15, 2024 FOR VALUE RECEIVED, LENDWAY, INC., a Delaware corporation (the “Borrower”), hereby promises to pay to AIR T, INC., a Delaware corporation or its endorsees, successor and assigns (together with its endorsees, successors, and assigns, the “Lender”), at its office located at 5930 Balsom Ridge Road, Denver, NC 28037 (or at such other place |
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| August 19, 2024 |
Consulting Agreement with Zackery Weber dated June 3, 2024 EXHIBIT 10.1 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (this “Agreement”) is effective as of June 3, 2024 (the “Effective Date”), by and between Lendway, Inc., a Delaware corporation (“Company”) and Zackery Weber (“Consultant”). 1. SERVICES. Company hereby retains Consultant and Consultant hereby agrees to render consulting services (“Services”) to Company for the term of this Agreement. The |
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| August 15, 2024 |
SEC FILE NUMBER 001-13471 CUSIP NUMBER 45765Y204 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 17, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES 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 July 16, 2024 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Ident |
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| June 11, 2024 |
Employment Agreement with Mark R. Jundt EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made effective as of June 11, 2024 (“Effective Date”) by and between Lendway, Inc., a Delaware corporation (the “Corporation”) and Mark R. Jundt, an individual residing in Minnesota (“Employee”) (collectively “Parties” or individually “Party”). RECITALS WHEREAS, the Corporation desires to employ Employee, and Employee des |
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| June 11, 2024 |
UNITED STATES 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 June 5, 2024 Date of Report (Date of Earliest Event Reported) LENDWAY, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Identi |
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| June 11, 2024 |
Employment Agreement with Daniel C. Philp EXHIBIT 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made effective as of June 11, 2024 (“Effective Date”) by and between Lendway, Inc., a Delaware corporation (the “Corporation”) and Daniel C. Philp, an individual residing in Minnesota (“Employee”) (collectively “Parties” or individually “Party”). RECITALS WHEREAS, the Corporation desires to employ Employee, and Employee d |
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| June 11, 2024 |
Mark Jundt, Dan Philp to serve as Co-Chief Executive Officers of Lendway, Inc. EXHIBIT 99.1 Contact: Lendway, Inc. Biz McShane, CFO [email protected] FOR IMMEDIATE RELEASE Mark Jundt, Dan Philp to serve as Co-Chief Executive Officers of Lendway, Inc. MINNEAPOLIS, MN – June 11, 2024 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway”), a leading specialty ag and finance company (www.lendway.com), today announced the appointments of Mark R. Jundt and Daniel C. Philp as Co-Chief Executive |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2)) ☐ Definitive |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2)) ☒ Definitive |
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| May 21, 2024 |
Employment Agreement with Werner Jansen EXHIBIT 10.1 EXECUTION VERSION PRIVILEGED & CONFIDENTIAL EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made effective as of February 20, 2024 (“Effective Date”) by and between Fresh Tulips USA, LLC, a Virginia limited liability company (together with any Affiliate (as defined below) of Fresh Tulips USA, LLC, the “Company”), and Werner Frank Jansen (“Employee”) (collectively “Part |
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| May 21, 2024 |
EXHIBIT 10.2 2024 Bonus Plan Werner Frank Jansen Personal & Confidential Werner Frank Jansen 8610 South Fork Court Fredericksburg, VA 22407 Effective Date: February 19, 2024 BONUS PLAN This bonus plan letter (the “Bonus Plan”) memorializes the terms and conditions of your cash incentive compensation as an employee of Fresh Tulips USA, LLC, a Virginia limited liability company (the “Company”) for t |
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| May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 LENDWAY, INC. (Exact |
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| May 20, 2024 |
LENDWAY, INC. ANNOUNCES FIRST QUARTER 2024 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Lendway, Inc. Randy Uglem, CEO (763) 392-6200 FOR IMMEDIATE RELEASE LENDWAY, INC. ANNOUNCES FIRST QUARTER 2024 FINANCIAL RESULTS MINNEAPOLIS, MN – May 20, 2024 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway” or the “Company”) today announced financial results for the first quarter (“Q1”) ended March 31, 2024. Strategic Business Operations Update The Company has strategically evolve |
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| May 20, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 May 20, 2024 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Identi |
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| May 17, 2024 |
BLOOMIA B.V. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS Years ended June 30, 2023 and 2022 EXHIBIT 99.2 BLOOMIA B.V. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS Years ended June 30, 2023 and 2022 1 Bloomia B.V. and Subsidiaries Index to the Consolidated Financial Statements Pages Independent Auditor’s Report 3 Consolidated Balance Sheets 5 Consolidated Statements of Operations and Comprehensive Income 6 Consolidated Statements of Changes in Shareholders’ Equity 7 Consolidated Sta |
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| May 17, 2024 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 February 20, 2024 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number |
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| May 17, 2024 |
Unaudited Pro Forma Condensed Combined Financial Information EXHIBIT 99.3 Unaudited Pro Forma Condensed Combined Financial Information Effective as of February 22, 2024 (the “Closing Date”), Lendway, Inc. (the “Company”) completed the acquisition (the “Acquisition”) of Bloomia B.V., a private company with limited liability incorporated under the laws of the Netherlands (“Bloomia”). Bloomia is a leader in the fresh cut tulip industry originally founded in th |
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| May 15, 2024 |
SEC FILE NUMBER 001-13471 CUSIP NUMBER 45765Y204 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 6, 2024 |
Employment Agreement with Elizabeth E. McShane dated May 2, 2024 EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made effective as of May 2, 2024 (“Effective Date”) by and between Lendway, Inc., a Delaware corporation (the “Corporation”) and Elizabeth Erin McShane, an individual residing in Minnesota (“Employee”) (collectively “Parties” or individually “Party”). RECITALS WHEREAS, the Corporation desires to employ Employee, and Emplo |
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| May 6, 2024 |
LENDWAY, INC. NAMES ELIZABETH MCSHANE AS CHIEF FINANCIAL OFFICER EXHIBIT 99.1 LENDWAY, INC. NAMES ELIZABETH MCSHANE AS CHIEF FINANCIAL OFFICER MINNEAPOLIS, MN – May 6, 2024 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway”), a leading specialty ag and finance company (www.lendway.com), today announced the appointment of Elizabeth “Biz” McShane as its Chief Financial Officer, effective as of May 20, 2024. Ms. McShane brings a wealth of experience to Lendway, having most |
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| May 6, 2024 |
UNITED STATES 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 April 30, 2024 Date of Report (Date of Earliest Event Reported) LENDWAY, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Iden |
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| May 6, 2024 |
Letter Agreement with Zackery A. Weber dated April 16, 2024 EXHIBIT 10.2 April 16, 2024 Dear Zack: Lendway, Inc. (f/k/a Insignia Systems, Inc.) (the “Company”) continues to appreciate your ongoing service to the Company. The purpose of this letter is to amend the employment agreement entered into by and between you and the Company dated September 10, 2021 (the “Employment Agreement”) and the retention letter agreement entered into by and between you and th |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 Commission File Number 001-13471 LENDWAY, INC. (Exact name of registrant as specified in its charter) Delaware 41-1656308 (State or other jurisdiction of incorporation o |
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| April 1, 2024 |
EXHIBIT 24.1 LENDWAY, INC. Power of Attorney The undersigned director of Lendway, Inc., a Delaware corporation (the “Company”), does hereby make, constitute and appoint Randy D. Uglem and Zackery A. Weber, and either of them, the undersigned’s true and lawful attorneys-in-fact and agents, with power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and st |
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| April 1, 2024 |
EXHIBIT 21.1 Subsidiaries of the Company Name Jurisdiction Ownership Interest Araucania Flowers SA Chile 24.4% Bloomia B.V. Netherlands 81.4% Bloomia PTY Ltd. South Africa 81.4% Farmland Credit, Inc. Minnesota, United States 100.0% Farmland Credit AV, LLC Minnesota, United States 100.0% Farmland Credit FR, LLC Minnesota, United States 100.0% Fresh Tulips USA, LLC Delaware 81.4% Tulp 24.1, LLC Dela |
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| April 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 April 1, 2024 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Ident |
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| April 1, 2024 |
EXHIBIT 4.1 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The summary of the general terms and provisions of the capital stock of Lendway, Inc. (the “Company”) set forth below does not purport to be complete and is subject to and qualified by reference to the Company’s Certificate of Incorporation, as amended from time to time (the “Certificate |
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| April 1, 2024 |
LENDWAY, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2023 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Lendway, Inc. Randy Uglem, CEO (763) 392-6200 FOR IMMEDIATE RELEASE LENDWAY, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2023 FINANCIAL RESULTS MINNEAPOLIS, MN – April 1, 2024 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway” or “Company”) today announced financial results for the fourth quarter (“Q4”) and the full year ended December 31, 2023 as well as an update on its transformati |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 Commission File Number 001-13471 LENDWAY, INC. (Exact name of registrant as specified in its charter) Delaware 41-1656308 (State or other jurisdiction of incorporation or organization) (IRS |
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| April 1, 2024 |
Compensation Recoupment Policy EXHIBIT 97 LENDWAY, INC. COMPENSATION RECOUPMENT POLICY Adopted November 7, 2023 A. Policy The Board of Directors (the “Board”) of Lendway, Inc. (the “Company”) believes that it is in the best interests of the Company and its stockholders to maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has t |
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| February 26, 2024 |
EXHIBIT 10.4 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT among TULP 24.1, LLC and THE MEMBERS NAMED HEREIN dated as of February 22, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 5 Section 1.01 Definitions. 5 Section 1.02 Interpretation. 14 ARTICLE II ORGANIZATION 14 Section 2.01 Formation. 14 Section 2.02 Name. 14 Section 2.03 Principal Office. 14 Section 2.04 Registered Office; R |
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| February 26, 2024 |
EXHIBIT 10.6 Lease Agreement This lease, dated July 1, 2021, is made between: Horti-Group, LLC, herein called Lessor and Fresh Tulips USA, LLC dba Bloomia, herein called Lessee. Lessee hereby agrees to lease from Lessor the premises situated in King George, State of Virginia, described as 2259 Kings Hwy, and as more particularly described in Exhibit A, upon the following TERMS and CONDITIONS: Use: |
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| February 26, 2024 |
EXHIBIT 2.1 Agreement for the sale and purchase of shares in the share capital of Bloomia B.V. between Botman Bloembollen B.V., Mr W.F. Jansen and Mr H.J. Strengers (as the Sellers) and Tulipa Acquisitie Holding B.V.(as the Purchaser) and Tulp 24.1, LLC (as the US Purchaser) 22 February 2024 TABLE OF CONTENTS 1. Definitions 4 2. Sale and Purchase 13 3. Purchase Price Purchase Price 14 4. Leakage 1 |
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| February 26, 2024 |
EXHIBIT 10.3 CREDIT AGREEMENT by and among TULP 24.1, LLC as Borrower, THE OTHER BORROWERS PARTY HERETO, LENDWAY, INC., as Parent Guarantor, THE OTHER GUARANTORS PARTY HERETO and THE LENDERS FROM TIME TO TIME PARTY HERETO and ASSOCIATED BANK, N.A., as Agent Dated: February 20, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 1 Section 1.1 Defined Terms 1 Section 1.2 Accountin |
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| February 26, 2024 |
EXHIBIT 10.5 MANAGEMENT SERVICES AGREEMENT This Management Services Agreement (this “Agreement”) is made and entered into as of February 22, 2024 (the “Effective Date”), by and between Lendway, Inc. a publicly traded company on NASDAQ, incorporated and validly existing under the Laws of the State of Delaware (“Lendway”) and Tulp 24.1, LLC, a Delaware limited liability company (the “Company”). 1. A |
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| February 26, 2024 |
EXHIBIT 10.2 Second Bridge Loan Agreement Between Tulipa Acquisitie Holding B.V. (as Borrower) and Botman Bloembollen B.V. (as Lender) February 22, 2024 BRIDGE LOAN AGREEMENT THIS BRIDGE LOAN AGREEMENT (the Agreement) is dated February 22, 2024 and made between: THE UNDERSIGNED: 1. BOTMAN BLOEMBOLLEN B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkhe |
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| February 26, 2024 |
EXHIBIT 99.1 Contact: Lendway, Inc. Randy Uglem, CEO (763) 392-6200 FOR IMMEDIATE RELEASE LENDWAY ANNOUNCES ACQUISITION OF BLOOMIA Transaction Broadens Lendway’s Mission to Be a Specialty Ag and Finance Company Minneapolis, MN – February 26, 2024 – Lendway, Inc. (Nasdaq: LDWY) (www.lendway.com), today announced the closing of its acquisition of a majority ownership interest in Bloomia B.V. (www.bl |
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| February 26, 2024 |
EXHIBIT 10.1 Bridge Loan Agreement Between Tulipa Acquisitie Holding B.V. Tulp 24.1, LLC (as Borrowers) and Botman Bloembollen B.V. Mr. W.F. Jansen Mr H.J. Strengers (as Lenders) February 22, 2024 BRIDGE LOAN AGREEMENT THIS BRIDGE LOAN AGREEMENT (the Agreement) is dated February 22, 2024 and made between: THE UNDERSIGNED: 1. BOTMAN BLOEMBOLLEN B.V., a private company with limited liability (beslot |
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| February 26, 2024 |
UNITED STATES 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 February 20, 2024 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer I |
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| November 22, 2023 |
Letter from Baker Tilly US, LLP EXHIBIT 16.1 November 20, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Dear Ladies and Gentlemen: We are the former independent registered public accounting firm for Lendway, Inc. (the “Company”). We have read the Company’s disclosure set forth in Item 4.01 “Changes in Registrant’s Certifying Accountant” of the Company’s Current Report on Form 8-K dated No |
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| November 22, 2023 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES 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 November 20, 2023 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer I |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 LENDWAY, INC. (Ex |
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| November 13, 2023 |
LENDWAY, INC. ANNOUNCES THIRD QUARTER 2023 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Lendway, Inc. Randy Uglem, CEO (763) 392-6200 FOR IMMEDIATE RELEASE LENDWAY, INC. ANNOUNCES THIRD QUARTER 2023 FINANCIAL RESULTS MINNEAPOLIS, MN – November 13, 2023 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway”) today reported financial results for the third quarter ended September 30, 2023 (“Q3”). Non-Bank Lending Business We are building a scalable non-bank lending business to |
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| November 13, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 November 13, 2023 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer I |
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| September 7, 2023 |
UNITED STATES 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 September 5, 2023 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer I |
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| August 29, 2023 |
ISIG / Insignia Systems, Inc. / Lazar David E. - SC 13D/A Activist Investment SC 13D/A 1 lendwaysc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 3)1 Lendway, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45765Y204 (CUSIP Numb |
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| August 28, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES 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 August 25, 2023 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Ide |
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| August 28, 2023 |
LENDWAY, INC. ANNOUNCES NEW AUTHORIZATION TO REPURCHASE UP TO 400,000 SHARES EXHIBIT 99.1 Contact: Lendway, Inc. Randy Uglem, CEO (763) 392-6200 FOR IMMEDIATE RELEASE LENDWAY, INC. ANNOUNCES NEW AUTHORIZATION TO REPURCHASE UP TO 400,000 SHARES MINNEAPOLIS, MN – August 28, 2023 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway”) announced today that its Board of Directors has authorized a new stock repurchase program of up to 400,000 of the company’s outstanding common stock, par va |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 LENDWAY, INC. (Exact n |
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| August 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 UNITED STATES 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 August 10, 2023 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Ide |
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| August 10, 2023 |
LENDWAY, INC. ANNOUNCES SECOND QUARTER 2023 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Lendway, Inc. Randy Uglem, CEO (763) 392-6200 FOR IMMEDIATE RELEASE LENDWAY, INC. ANNOUNCES SECOND QUARTER 2023 FINANCIAL RESULTS MINNEAPOLIS, MN – August 10, 2023 – Lendway, Inc. (Nasdaq: LDWY) (“Lendway”) today reported financial results for the second quarter ended June 30, 2023 (“Q2”). To better reflect its focus on non-bank lending, Lendway (formerly Insignia Systems, In |
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| August 9, 2023 |
EXHIBIT 99.1 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. CLOSES ASSET SALE OF IN-STORE MARKETING BUSINESS TO PARK PRINTING AFFILIATE Randy Uglem Appointed CEO of Lendway Inc. in Connection with Pivot to Non-Bank Lending MINNEAPOLIS, MN – August 4, 2023 – Lendway, Inc. (formerly, Insignia Systems, Inc.) (Nasdaq: LDWY) (the “Company”) has closed the previously announced sale of its in-store marketi |
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| August 9, 2023 |
UNITED STATES 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 August 3, 2023 Date of Report (Date of Earliest Event Reported) Lendway, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employer Iden |
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| August 9, 2023 |
EXHIBIT 3.1 Certificate of Incorporation of Lendway, Inc. ARTICLE I NAME AND PURPOSE The name of the corporation is Lendway, Inc. (hereinafter the “Corporation”). The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of the State of Delaware, as amended (the “DGCL”). ARTICLE II REGISTERED OFFICE The addre |
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| August 9, 2023 |
LENDWAY, INC. UNAUDITED PRO FORMA CONDENSED FINANCIAL STATEMENTS EXHIBIT 99.2 LENDWAY, INC. UNAUDITED PRO FORMA CONDENSED FINANCIAL STATEMENTS Effective August 4, 2023 we changed our name from “Insignia Systems, Inc.” and reincorporated from Minnesota to Delaware. As part of the name change, our common stock now trades under the symbol “LDWY” on The Nasdaq Stock Market LLC. The following unaudited pro forma condensed financial statements are based upon the hist |
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| August 9, 2023 |
BYLAWS LENDWAY, INC. (the “Corporation”) ARTICLE I MEETINGS OF STOCKHOLDERS EXHIBIT 3.2 BYLAWS OF LENDWAY, INC. (the “Corporation”) ARTICLE I MEETINGS OF STOCKHOLDERS Section 1.01 Place of Meetings. Each meeting of the stockholders shall be held at the principal place of business of the Corporation or at such other place as may be designated by the Board of Directors of the Corporation (the “Board of Directors” or the “Board”) or the Chief Executive Officer; provided, how |
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| August 9, 2023 |
Letter Agreement with Zackery A. Weber dated August 4, 2023 EXHIBIT 10.1 August 4, 2023 Dear Zack: Lendway, Inc. (f/k/a Insignia Systems, Inc.) (the “Company”) continues to appreciate your ongoing service to the Company. The purpose of this letter is to amend the employment agreement entered into by and between you and the Company dated September 10, 2021 (the “Employment Agreement”) and the retention letter agreement entered into by and between you and th |
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| July 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 UNITED STATES 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 July 27, 2023 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| July 31, 2023 |
EXHIBIT 99.1 INSIGNIA SYSTEMS, INC. ANNOUNCES SHAREHOLDER APPROVAL OF SALE OF IN-STORE MARKETING BUSINESS TO PARK PRINTING Transition of CEO Kristine Glancy in Connection with Pivot to Non-Bank Lending MINNEAPOLIS, MN – July 31, 2023 – Insignia Systems, Inc. (Nasdaq: ISIG) (“the Company”) today announced that its shareholders approved its previously announced agreement to sell its in-store marketi |
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| July 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| July 19, 2023 |
UNITED STATES 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 July 13, 2023 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| July 19, 2023 |
Letter Agreement with Kristine A. Glancy dated July 13, 2023 EXHIBIT 10.1 [***] Portions of this exhibit have been redated in compliance with Regulation S-K Item 601(a)(6). July 14, 2023 BY PERSONAL DELIVERY AND CERTIFIED MAIL, RETURN RECEIPT REQUESTED Kristine Glancy [***] Re: Notice of Termination of Employment and Amendment to CIC Agreement Dear Kristine: In accordance with Section 7(d), Section 8, and Section 16(e) of the Employment Agreement entered in |
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| July 19, 2023 |
Letter Agreement with Kristine A. Glancy dated as of July 13, 2023* EXHIBIT 10.1 [***] Portions of this exhibit have been redated in compliance with Regulation S-K Item 601(a)(6). July 14, 2023 BY PERSONAL DELIVERY AND CERTIFIED MAIL, RETURN RECEIPT REQUESTED Kristine Glancy [***] Re: Notice of Termination of Employment and Amendment to CIC Agreement Dear Kristine: In accordance with Section 7(d), Section 8, and Section 16(e) of the Employment Agreement entered in |
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| July 19, 2023 |
UNITED STATES 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 July 13, 2023 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| June 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2)) ☒ Definitive |
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| June 15, 2023 |
PREM14A 1 isigprem14a.htm PREM 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (As Permitte |
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| May 25, 2023 |
Asset Purchase Agreement dated May 24, 2023 EXHIBIT 2.1 EXECUTION COPY ASSET PURCHASE AGREEMENT between INSIGNIA SYSTEMS, INC. and TIMIBO LLC Dated as of May 24, 2023 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 ARTICLE II PURCHASE AND SALE 13 Section 2.01 Purchase and Sale of Assets 13 Section 2.02 Excluded Assets 14 Section 2.03 Assumed Liabilities 15 Section 2.04 Excluded Liabilities 16 Section 2.05 Purchase Price 17 Section 2.06 Allocation |
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| May 25, 2023 |
EXHIBIT 10.1 SUPPORT AGREEMENT THIS SUPPORT AGREEMENT, dated as of May [●], 2023 (this “Agreement”), by and between TIMIBO LLC, a Minnesota limited liability company (“Buyer”), and the individual or entity whose signature appears on the signature page hereto (“Equityholder”). Capitalized terms used herein but not defined in this Agreement shall have the meanings ascribed to them in the Purchase Ag |
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| May 25, 2023 |
Letter Agreement with Adam D. May, dated May 24, 2023 EXHIBIT 10.2 Insignia Systems, Inc. (“Insignia”) has agreed to sell certain of Insignia’s assets to Park Printing (“Park”) (the “Transaction”) pursuant to an Asset Purchase Agreement that has been entered into by and between Insignia and Park (the “Purchase Agreement”). Subject to the consummation of the Transaction (the “Closing”), your employment with Insignia will end effective as of the date i |
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| May 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 UNITED STATES 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 May 24, 2023 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Emplo |
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| May 25, 2023 |
INSIGNIA SYSTEMS, INC. ANNOUNCES AGREEMENT TO SELL IN-STORE MARKETING BUSINESS TO PARK PRINTING EXHIBIT 99.1 Contacts: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 Park Printing, Inc. Tim Koloski, President (612) 789-4333s FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES AGREEMENT TO SELL IN-STORE MARKETING BUSINESS TO PARK PRINTING MINNEAPOLIS, MN – May 25, 2023 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) and Park Printing, Inc. (“Park Printing”) today announced |
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| May 11, 2023 |
Employment Agreement with Randy Uglem dated March 31, 2023 EXHIBIT 10.3 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made effective as of March 31, 2023 (“Effective Date”) by and between Insignia Systems, Inc., a Minnesota corporation (the “Corporation”) and Randy Uglem, an individual residing in Minnesota (“Employee”) (collectively “Parties” or individually “Party”). RECITALS WHEREAS, the Corporation desires to employ Employee, and Emp |
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| May 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS INC/ |
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| May 9, 2023 |
INSIGNIA SYSTEMS, INC. ANNOUNCES FIRST QUARTER 2023 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES FIRST QUARTER 2023 FINANCIAL RESULTS MINNEAPOLIS, MN – May 9, 2023 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the first quarter ended March 31, 2023 (“Q1”). Overview · Q1 2023 net sales increased 108.7% to $12.8 milli |
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| May 9, 2023 |
UNITED STATES 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 May 9, 2023 Date of Report (Date of Earliest Event Reported) Insignia Systems Inc/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Emplo |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 Commission File Number 001-13471 INSIGNIA SYSTEMS INC/MN (Exact name of registrant as specified in its charter) Minnesota 41-1656308 (State or other jurisdiction of inco |
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| April 7, 2023 |
INSIGNIA SYSTEMS, INC. ANNOUNCES HIRE OF RANDY UGLEM AS ITS SENIOR VICE PRESIDENT OF LENDING EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES HIRE OF RANDY UGLEM AS ITS SENIOR VICE PRESIDENT OF LENDING MINNEAPOLIS, MN – April 7, 2023 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today announced the hire of Randy Uglem as its Senior Vice President of Lending. Mr. Uglem will oversee the Company’s n |
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| April 7, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES 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 April 7, 2023 Date of Report (Date of Earliest Event Reported) Insignia Systems Inc/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Emp |
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| March 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 Commission File Number 001-13471 INSIGNIA SYSTEMS INC/MN (Exact name of registrant as specified in its charter) Minnesota 41-1656308 (State or other jurisdiction of incorporation or organiz |
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| March 6, 2023 |
INSIGNIA SYSTEMS, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2022 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2022 FINANCIAL RESULTS MINNEAPOLIS, MN – March 6, 2023 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the fourth quarter (“Q4”) and the full year ended December 31, 2022. Overview · Q4 2022 ne |
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| March 6, 2023 |
UNITED STATES 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 March 6, 2023 Date of Report (Date of Earliest Event Reported) Insignia Systems Inc/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Emp |
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| January 19, 2023 |
Retention Agreement with Zackery A. Weber dated January 13, 2023 EXHIBIT 10.2 1 2 |
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| January 19, 2023 |
UNITED STATES 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 January 13, 2023 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| January 19, 2023 |
Retention Agreement with Adam D. May dated January 13, 2023 EXHIBIT 10.1 1 2 |
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| December 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 2)1 Insignia Systems, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45765Y204 (CUSIP Number) DAVID E. LAZAR Villa 1, 1 |
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| December 1, 2022 |
UNITED STATES 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 November 25, 2022 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S |
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| November 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 1)1 Insignia Systems, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45765Y204 (CUSIP Number) DAVID E. LAZAR Villa 1, 1 |
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| November 10, 2022 |
Form of Annual Cash Incentive Compensation Agreement for fiscal year ending December 31, 2022 EXHIBIT 10.2 , 2022 [Name] [Address] Dear , This letter memorializes the terms and conditions of your annual cash incentive compensation as an employee of Insignia Systems, Inc. (the ?Company?) for the fiscal year ending December 31, 2022 (?fiscal 2022?). The Company?s Board of Directors (the ?Board?), through its Governance, Compensation and Nominating Committee (the ?Committee?) has, after consi |
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| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS, |
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| November 8, 2022 |
INSIGNIA SYSTEMS, INC. ANNOUNCES 2022 THIRD QUARTER AND NINE-MONTH FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES 2022 THIRD QUARTER AND NINE-MONTH FINANCIAL RESULTS MINNEAPOLIS, MN – November 8, 2022 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the third quarter ended September 30, 2022 (“Q3”). Overview · Q3 2022 net sales increas |
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| November 8, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 November 8, 2022 Date of Report (Date of Earliest Event Reported) INSIGNIA SYSTEMS, INC/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| August 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS INC/M |
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| August 9, 2022 |
INSIGNIA SYSTEMS, INC. ANNOUNCES 2022 SECOND QUARTER AND SIX-MONTH FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES 2022 SECOND QUARTER AND SIX-MONTH FINANCIAL RESULTS MINNEAPOLIS, MN ? August 9, 2022 ? Insignia Systems, Inc. (Nasdaq: ISIG) (?Insignia?) today reported financial results for the second quarter ended June 30, 2022 (?Q2?). Overview ? Q2 2022 net sales decreased 46. |
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| August 9, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 August 9, 2022 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc./MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| July 7, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES 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 July 1, 2022 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Emp |
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| July 7, 2022 |
EXHIBIT 10.1 CONFIDENTIAL SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Confidential Settlement Agreement and Mutual Release (?Agreement?) dated as of July 1, 2022, is made by and between Plaintiff Insignia Systems, Inc. (?Plaintiff?), and Defendants News Corporation, News America Marketing In-Store Services L.L.C., and News America Marketing FSI L.L.C. (collectively, ?Defendants?). Plaintiff and D |
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| June 6, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES 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 June 2, 2022 Date of Report (Date of Earliest Event Reported) Insignia Systems Inc/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| May 31, 2022 |
Press Release, dated May 31, 2022. Exhibit 99.1 David E. Lazar Announces 5.1% Ownership Interest in Insignia Systems, Inc. NEW YORK, May 31, 2022, David E. Lazar, an experienced private investor specializing in reverse merger and other event-driven opportunities, today filed a Schedule 13D announcing his acquisition of approximately 5.1% of the common stock outstanding of Insignia Systems, Inc. (NASDAQ: ISIG) (?ISIG? or the ?Compan |
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| May 31, 2022 |
ISIG / Insignia Systems, Inc. / Activist Investing LLC - THE SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. )1 Insignia Systems, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 45765Y204 (CUSIP Number) DAVID E. LAZAR Villa 1, 14 |
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| May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS INC/ |
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| May 10, 2022 |
INSIGNIA SYSTEMS, INC. ANNOUNCES FIRST QUARTER 2022 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES FIRST QUARTER 2022 FINANCIAL RESULTS MINNEAPOLIS, MN ? May 10, 2022 ? Insignia Systems, Inc. (Nasdaq: ISIG) (?Insignia?) today reported financial results for the first quarter ended March 31, 2022 (?Q1?). Overview ? Q1 2022 net sales increased 14.1% to $6.1 millio |
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| May 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 May 10, 2022 Date of Report (Date of Earliest Event Reported) INSIGNIA SYSTEMS INC/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| April 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2)) ? Definitive |
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| April 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2)) ? Definitive |
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| March 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 Commission File Number 001-13471 INSIGNIA SYSTEMS INC/MN (Exact name of registrant as specified in its charter) Minnesota 41-1656308 (State or other jurisdiction of incorporation or organiz |
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| March 8, 2022 |
INSIGNIA SYSTEMS, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2021 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2021 FINANCIAL RESULTS MINNEAPOLIS, MN ? March 8, 2022 ? Insignia Systems, Inc. (Nasdaq: ISIG) (?Insignia?) today reported financial results for the fourth quarter (?Q4?) and the full year ended December 31, 2021. Overview ? Q4 2021 ne |
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| March 8, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 March 8, 2022 Date of Report (Date of Earliest Event Reported) Insignia Systems Inc/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Emp |
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| February 11, 2022 |
Insignia Systems, Inc. 212 Third Avenue N, Suite 356 Minneapolis, Minnesota 55401 Insignia Systems, Inc. 212 Third Avenue N, Suite 356 Minneapolis, Minnesota 55401 February 11, 2022 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Insignia Systems, Inc. Registration Statement on Form S-3 File No. 333-262542 Acceleration Request Requested Date: February 14, 2022 Requested Time: 5:30 p.m. Eastern Time Ladie |
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| February 4, 2022 |
As filed with the Securities and Exchange Commission on February 4, 2022 As filed with the Securities and Exchange Commission on February 4, 2022 Registration No. |
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| February 4, 2022 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Insignia Systems, Inc. |
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| December 6, 2021 |
INSIGNIA SYSTEMS, INC. ANNOUNCES REVIEW OF STRATEGIC ALTERNATIVES EX-99.1 2 isigex991.htm PRESS RELEASE EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES REVIEW OF STRATEGIC ALTERNATIVES MINNEAPOLIS, MN – December 6th, 2021 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) announced today the commencement of a formal process to explore strategic options to maximize sharehold |
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| December 6, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES 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 December 6, 2021 Date of Report (Date of Earliest Event Reported) INSIGNIA SYSTEMS INC/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| November 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS |
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| November 4, 2021 |
INSIGNIA SYSTEMS, INC. ANNOUNCES 2021 THIRD QUARTER AND NINE-MONTH FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES 2021 THIRD QUARTER AND NINE-MONTH FINANCIAL RESULTS MINNEAPOLIS, MN ? November 04, 2021 ? Insignia Systems, Inc. (Nasdaq: ISIG) (?Insignia?) today reported financial results for the third quarter ended September 30, 2021 (?Q3?). Overview ? Q3 2021 net sales decrea |
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| November 4, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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 November 4, 2021 Date of Report (Date of Earliest Event Reported) INSIGNIA SYSTEMS INC/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| October 15, 2021 |
ISIG / Insignia Systems, Inc. / AIR T INC Activist Investment CUSIP NO. 45765Y105 Page 1 of 16 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 16) INSIGNIA SYSTEMS, INC. (Name of Issuer) Common Stock, par value of $0.01 per share (Title of Class of Securities) 45765Y105 (CUSIP Number) Air T, Inc. 5930 Balsom Ridge Rd. Denver, North Carolina 28037 Telephone: |
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| October 15, 2021 |
Exhibit 99.2 COOPERATION AGREEMENT This Cooperation Agreement, dated as of October 11, 2021 (this ?Agreement?), is entered into by and among Insignia Systems, Inc., a Minnesota corporation (the ?Company?), Nicholas J. Swenson, an individual resident of Minnesota (?Swenson?), Air T, Inc., a Delaware corporation (?Air T?); Groveland Capital LLC, a Delaware limited liability company (?Groveland?); AO |
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| October 13, 2021 |
EXHIBIT 10.1 COOPERATION AGREEMENT This Cooperation Agreement, dated as of October 11, 2021 (this ?Agreement?), is entered into by and among Insignia Systems, Inc., a Minnesota corporation (the ?Company?), Nicholas J. Swenson, an individual resident of Minnesota (?Swenson?), Air T, Inc., a Delaware corporation (?Air T?); Groveland Capital LLC, a Delaware limited liability company (?Groveland?); AO |
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| October 13, 2021 |
UNITED STATES 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 October 11, 2021 Date of Report (Date of Earliest Event Reported) INSIGNIA SYSTEMS INC/MN (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| September 16, 2021 |
Employment Agreement with Zackery A. Weber dated September 10, 2021 EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the ?Agreement?) is hereby entered into as of September 10, 2021 (the ?Execution Date?) and is effective as of September 10, 2021 (the ?Effective Date?), by and between Insignia Systems, Inc. (the ?Company?) and Zackery A. Weber (?Executive?) (each hereinafter referred to as a ?party? and collectively as the ?parties?). In consideration |
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| September 16, 2021 |
UNITED STATES 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 September 10, 2021 Date of Report (Date of Earliest Event Reported) Insignia Systems Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| September 16, 2021 |
EXHIBIT 10.2 [Letterhead] [DATE] [Name] [Address] Dear , Insignia Systems, Inc. (the ?Company?) thanks you for your past service. The Company recognizes that your contributions to its growth and success have been significant. In appreciation of your past contributions, and as an inducement for you to continue your employment with the Company through at least March 31, 2022, the Company is making y |
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| August 23, 2021 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 August 23, 2021 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Em |
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| August 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS INC/M |
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| August 23, 2021 |
INSIGNIA SYSTEMS, INC. ANNOUNCES 2021 SECOND QUARTER AND SIX-MONTH FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES 2021 SECOND QUARTER AND SIX-MONTH FINANCIAL RESULTS MINNEAPOLIS, MN ? August 23, 2021 ? Insignia Systems, Inc. (Nasdaq: ISIG) (?Insignia?) today reported financial results for the second quarter ended June 30, 2021 (?Q2?). Overview ? Q2 2021 net sales increased 82 |
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| August 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q/A (Amendment No. 1) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 I |
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| August 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 Commission File Number 1-13471 INSIGNIA SYSTEMS, INC. (Exact name of registrant as specified in its charter) Minnesota 41-1656308 (State or other jurisdiction of incorpo |
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| August 13, 2021 |
UNITED STATES 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 August 10, 2021 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Em |
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| August 13, 2021 |
SEC FILE NUMBER 001-13471 CUSIP NUMBER 45765Y204 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 13, 2021 |
INSIGNIA SYSTEMS, INC. ANNOUNCES PRELIMINARY 2021 SECOND QUARTER OPERATING RESULTS EX-99.1 2 a20210813isigexh991.htm EXHIBIT 99.1 EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES PRELIMINARY 2021 SECOND QUARTER OPERATING RESULTS MINNEAPOLIS, MN – August 13, 2021 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today announced selected preliminary operating results for the second quarter en |
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| June 11, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES 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 June 10, 2021 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| June 4, 2021 |
CUSIP NO. 45765Y105 Page 1 of 16 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 14) INSIGNIA SYSTEMS, INC. (Name of Issuer) Common Stock, par value of $0.01 per share (Title of Class of Securities) 45765Y105 (CUSIP Number) Air T, Inc. 5930 Balsom Ridge Rd. Denver, North Carolina 28037 Telephone: |
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| May 28, 2021 |
ISIG / Insignia Systems, Inc. / AIR T INC Activist Investment CUSIP NO. 45765Y105 Page 1 of 16 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 14) INSIGNIA SYSTEMS, INC. (Name of Issuer) Common Stock, par value of $0.01 per share (Title of Class of Securities) 45765Y105 (CUSIP Number) Air T, Inc. 5930 Balsom Ridge Rd. Denver, North Carolina 28037 Telephone: |
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| May 25, 2021 |
EXHIBIT 1.01 INSIGNIA SYSTEMS, INC. CONFLICT MINERALS REPORT For the reporting period from January 1, 2020 to December 31, 2020 This Conflict Minerals Report (the ?Report?) of Insignia Systems, Inc. (the ?Company?) has been prepared pursuant to Rule 13p-1 and Form SD (the ?Rule?) promulgated under the Securities Exchange Act of 1934, as amended, for the reporting period January 1, 2020 to December |
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| May 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report INSIGNIA SYSTEMS, INC. (Exact name of registrant as specified in its charter) Minnesota 1-13471 41-1656308 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer identification No.) 7308 Aspen Lane N, Ste 153, Minneapolis, Minnesota 55428 (Add |
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| May 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS, INC |
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| May 6, 2021 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 May 6, 2021 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Employ |
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| May 6, 2021 |
INSIGNIA SYSTEMS, INC. ANNOUNCES FIRST QUARTER 2021 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES FIRST QUARTER 2021 FINANCIAL RESULTS MINNEAPOLIS, MN ? May 6, 2021 ? Insignia Systems, Inc. (Nasdaq: ISIG) (?Insignia?) today reported financial results for the first quarter ended March 31, 2021 (?Q1?). Overview ? Q1 2021 net sales increased 15.7% to $5.4 million |
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| April 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e) |
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| April 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e) |
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| March 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 Commission File Number 1-13471 INSIGNIA SYSTEMS, INC. (Exact name of registrant as specified in its charter) Minnesota 41-1656308 (State or other jurisdiction of incorporation or organizati |
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| March 9, 2021 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 March 9, 2021 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| March 9, 2021 |
INSIGNIA SYSTEMS, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2020 FINANCIAL RESULTS EX-99.1 2 a20210309isigex991.htm EXHIBIT 99.1 EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2020 FINANCIAL RESULTS MINNEAPOLIS, MN – March 9, 2021 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the fourth quarter (“Q4”) and the full year |
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| January 13, 2021 |
UNITED STATES 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 January 8, 2021 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Em |
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| January 6, 2021 |
Restated Articles of Incorporation (effective as of January 4, 2021) Exhibit 3.1 ARTICLES OF AMENDMENT OF ARTICLES OF INCORPORATION OF INSIGNIA SYSTEMS, INC. The undersigned, Kristine A. Glancy, Secretary of Insignia Systems, Inc., a Minnesota corporation, (the “Corporation”), hereby certifies that: 1. Article III, Section 1, of the Corporation’s Articles of Incorporation has been amended to read in its entirety as follows: “1. Authorized Shares. The authorized sha |
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| January 6, 2021 |
Restated Articles of Incorporation (effective as of January 4, 2021) Exhibit 3.2 RESTATED ARTICLES OF INCORPORATION OF INSIGNIA SYSTEMS, INC. I, the undersigned, being a natural person of full age, for the purpose of forming a corporation under Minnesota Statutes, Chapter 302A, do hereby adopt the following Articles of Incorporation: ARTICLE I - NAME The name of the corporation shall be Insignia Systems, Inc. ARTICLE II — REGISTERED OFFICE The location and post off |
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| January 6, 2021 |
UNITED STATES 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 December 31, 2020 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| January 6, 2021 |
INSIGNIA SYSTEMS, INC. REVERSE STOCK SPLIT EFFECTIVE DECEMBER 31, 2020 Exhibit 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. REVERSE STOCK SPLIT EFFECTIVE DECEMBER 31, 2020 MINNEAPOLIS, MN – December 31, 2020 – Insignia Systems, Inc. (Nasdaq: ISIG) today announced that effective at 5:00 p.m. central time on December 31, 2020, the Company will effect a seven-for-one reverse stock split of its outs |
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| December 4, 2020 |
UNITED STATES 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 December 3, 2020 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. E |
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| November 18, 2020 |
ISIG / Insignia Systems, Inc. / AIR T INC Activist Investment CUSIP NO. 45765Y105 Page 1 of 16 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 13) INSIGNIA SYSTEMS, INC. (Name of Issuer) Common Stock, par value of $0.01 per share (Title of Class of Securities) 45765Y105 (CUSIP Number) Air T, Inc. 5930 Balsom Ridge Rd. Denver, North Carolina 28037 Telephone: |
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| November 12, 2020 |
INSIGNIA SYSTEMS, INC. ANNOUNCES 2020 THIRD QUARTER AND NINE-MONTH FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES 2020 THIRD QUARTER AND NINE-MONTH FINANCIAL RESULTS MINNEAPOLIS, MN – November 11, 2020 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the third quarter ended September 30, 2020 (“Q3”). Overview ● Q3 2020 net sales decrea |
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| November 12, 2020 |
Results of Operations and Financial Condition, Financial Statements and Exhibits - FORM 8-K UNITED STATES 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 November 11, 2020 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| November 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended September 30, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS, |
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| October 26, 2020 |
ISIG / Insignia Systems, Inc. / Cable Car Capital LLC - AMENDMENT 11 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 11)* Insignia Systems, Inc. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 45765Y105 (CUSIP Number) Jacob Haft Ma-Weaver Cable Car Capital LLC 1449 Washington Street #6 San Francisco, California 94109 (415) 857-1965 (Name, Add |
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| September 16, 2020 |
Regulation FD Disclosure - FORM 8-K UNITED STATES 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 September 14, 2020 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| August 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS, INC. |
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| August 6, 2020 |
INSIGNIA SYSTEMS, INC. ANNOUNCES 2020 SECOND QUARTER AND SIX-MONTH FINANCIAL RESULTS EX-99.1 2 a20200806isigex991.htm EXHIBIT 99.1 EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES 2020 SECOND QUARTER AND SIX-MONTH FINANCIAL RESULTS MINNEAPOLIS, MN – August 6, 2020 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the second quarter ended June 30, 2020 (“Q2 |
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| August 6, 2020 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 August 6, 2020 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Emp |
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| July 31, 2020 |
Submission of Matters to a Vote of Security Holders UNITED STATES 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 July 30, 2020 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| June 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e) |
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| June 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e) |
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| May 28, 2020 |
EXHIBIT 1.01 INSIGNIA SYSTEMS, INC. CONFLICT MINERALS REPORT For the reporting period from January 1, 2019 to December 31, 2019 This Conflict Minerals Report (the “Report”) of Insignia Systems, Inc. (the “Company”) has been prepared pursuant to Rule 13p-1 and Form SD (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended, for the reporting period January 1, 2019 to December |
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| May 28, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report INSIGNIA SYSTEMS, INC. (Exact name of registrant as specified in its charter) Minnesota 1-13471 41-1656308 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer identification No.) 8799 Brooklyn Blvd., Minneapolis, Minnesota 55445 (Address of |
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| May 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS, INC |
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| May 12, 2020 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 May 12, 2020 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Emplo |
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| May 12, 2020 |
INSIGNIA SYSTEMS, INC. ANNOUNCES FIRST QUARTER 2020 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES FIRST QUARTER 2020 FINANCIAL RESULTS MINNEAPOLIS, MN – May 12, 2020 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the first quarter ended March 31, 2020 (“Q1”). Overview ● Q1 2020 net sales decreased 8.9% to $4.7 million |
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| April 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 Commission File Number 1-13471 INSIGNIA SYSTEMS, INC. (Exact name of registrant as specified in its charter) Minnesota 41-1656308 (State or other jurisdiction of incorpo |
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| April 28, 2020 |
DocuSign Envelope ID: FD02E669-7EBF-4E13-BB94-75994DC5C7E8 #004814817107#################### PROMISSORY NOTE Borrower: Insignia Systems, Inc. |
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| April 28, 2020 |
UNITED STATES 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 April 22, 2020 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Emp |
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| March 19, 2020 |
ISIG / Insignia Systems, Inc. / Cable Car Capital LLC - AMENDMENT 10 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 10)* Insignia Systems, Inc. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 45765Y105 (CUSIP Number) Jacob Haft Ma-Weaver Cable Car Capital LLC 1449 Washington Street #6 San Francisco, California 94109 (415) 857-1965 (Name, Add |
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| March 10, 2020 |
ISIG / Insignia Systems, Inc. 10-K - Annual Report - ANNUAL REPORT ON FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 Commission File Number 1-13471 INSIGNIA SYSTEMS, INC. (Exact name of registrant as specified in its charter) Minnesota 41-1656308 (State or other jurisdiction of incorporation or organizati |
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| March 10, 2020 |
INSIGNIA SYSTEMS, INC. Power of Attorney Exhibit 24.1 INSIGNIA SYSTEMS, INC. Power of Attorney The undersigned director of Insignia Systems, Inc., a Minnesota corporation (the “Company”), does hereby make, constitute and appoint Kristine A. Glancy and Jeffrey A. Jagerson, and either of them, the undersigned’s true and lawful attorneys-in-fact and agents, with power of substitution and resubstitution, for the undersigned and in the unders |
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| March 10, 2020 |
Change in Control Agreement with Adam May dated December 20, 2019 EXHIBIT 10.19 CHANGE IN CONTROL AGREEMENT THIS AGREEMENT, is hereby entered into on December 20, 2019 and is effective as of December 20, 2019 (the “Effective Date”), by and between Insignia Systems, Inc., a Minnesota corporation (the “Company”), and Adam May (the “Executive”). WHEREAS, the Board of Directors of the Company (the “Board”) recognizes that, as is the case with many business organizat |
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| March 10, 2020 |
Exhibit 4.1 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Insignia Systems, Inc., a Minnesota corporation (the “Corporation,” “we,” “us” and “our”), has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, namely its common stock, par value $.01 per share (“common stock”). The following descript |
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| March 10, 2020 |
Employment Agreement with Adam May dated December 20, 2019 EXHIBIT 10.18 EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement") is hereby entered into as of December 20, 2019 (the "Execution Date") and is effective as of December 20, 2019 (the "Effective Date"), by and between Insignia Systems, Inc. (the "Company") and Adam May ("Executive") (each hereinafter referred to as a "party" and collectively as the "parties"). In consideration of the respective ag |
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| March 5, 2020 |
INSIGNIA SYSTEMS, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2019 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2019 FINANCIAL RESULTS MINNEAPOLIS, MN – March 5, 2020 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the fourth quarter (“Q4”) and the full year ended December 31, 2019. Overview ● Q4 2019 ne |
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| March 5, 2020 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 March 5, 2020 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| March 2, 2020 |
UNITED STATES 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 February 27, 2020 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| February 6, 2020 |
UNITED STATES 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 January 31, 2020 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. E |
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| January 29, 2020 |
ISIG / Insignia Systems, Inc. / Cable Car Capital LLC - AMENDMENT 9 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 9)* Insignia Systems, Inc. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 45765Y105 (CUSIP Number) Jacob Haft Ma-Weaver Cable Car Capital LLC 1449 Washington Street #6 San Francisco, California 94109 (415) 857-1965 (Name, Addr |
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| January 6, 2020 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES 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 December 31, 2019 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| December 6, 2019 |
ISIG / Insignia Systems, Inc. / Cable Car Capital LLC - AMENDMENT 8 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 8)* Insignia Systems, Inc. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 45765Y105 (CUSIP Number) Jacob Haft Ma-Weaver Cable Car Capital LLC 1449 Washington Street #6 San Francisco, California 94109 (415) 857-1965 (Name, Addr |
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| November 13, 2019 |
ISIG / Insignia Systems, Inc. 10-Q - Quarterly Report - FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS, |
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| November 13, 2019 |
INSIGNIA SYSTEMS, INC. ANNOUNCES 2019 THIRD QUARTER AND NINE-MONTH FINANCIAL RESULTS Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 EXHIBIT 99.1 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES 2019 THIRD QUARTER AND NINE-MONTH FINANCIAL RESULTS MINNEAPOLIS, MN – November 13, 2019 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the third quarter ended September 30, 2019 (“Q3”). Overview ● Q3 2019 net sales decrea |
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| November 13, 2019 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 November 13, 2019 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| August 8, 2019 |
ISIG / Insignia Systems, Inc. 10-Q - Quarterly Report - FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS, INC. |
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| August 8, 2019 |
EXHIBIT 10.1 INSIGNIA SYSTEMS, INC. 2018 EQUITY INCENTIVE PLAN Restricted Stock Unit Agreement (For Non-Employee Directors) Insignia Systems, Inc. (the “Company”), pursuant to its 2018 Equity Incentive Plan (the “Plan”), hereby grants an award of Restricted Stock Units to you, the Participant named below. The terms and conditions of this Award are set forth in this Restricted Stock Unit Agreement |
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| August 6, 2019 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 August 6, 2019 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Emp |
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| August 6, 2019 |
INSIGNIA SYSTEMS, INC. ANNOUNCES 2019 SECOND QUARTER AND SIX-MONTH FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES 2019 SECOND QUARTER AND SIX-MONTH FINANCIAL RESULTS MINNEAPOLIS, MN – August 6, 2019 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the second quarter ended June 30, 2019 (“Q2”). Overview ● Q2 2019 net sales decreased 29. |
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| July 11, 2019 |
Other Events, Financial Statements and Exhibits UNITED STATES 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 July 11, 2019 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| July 11, 2019 |
INSIGNIA SYSTEMS, INC. TAKES LEGAL ACTION AGAINST COMPETITOR EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. TAKES LEGAL ACTION AGAINST COMPETITOR MINNEAPOLIS, MN – July 11, 2019 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today announced that it has brought suit against News Corporation, News America Marketing FSI L.L.C., and News America Marketing In-Store Services L.L. |
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| June 7, 2019 |
Submission of Matters to a Vote of Security Holders UNITED STATES 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 June 6, 2019 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Emplo |
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| May 29, 2019 |
Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form EX-1.01 2 isigformsdex101.htm EXHIBIT 1.01 EXHIBIT 1.01 INSIGNIA SYSTEMS, INC. CONFLICT MINERALS REPORT For the reporting period from January 1, 2018 to December 31, 2018 This Conflict Minerals Report (the “Report”) of Insignia Systems, Inc. (the “Company”) has been prepared pursuant to Rule 13p-1 and Form SD (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended, for the r |
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| May 29, 2019 |
ISIG / Insignia Systems, Inc. SD - - FORM SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report INSIGNIA SYSTEMS, INC. (Exact name of registrant as specified in its charter) Minnesota 1-13471 41-1656308 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 8799 Brooklyn Blvd. Minneapolis, Minnesota 55445 (Address of |
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| May 6, 2019 |
First Amendment to Change in Control Agreement with Kristine A. Glancy dated April 28, 2018 Exhibit 10.1 FIRST AMENDMENT TO CHANGE IN CONTROL AGREEMENT This First Amendment to the Change in Control Agreement (this “Amendment”) is made and entered into effective as of April 28, 2018, by and between Insignia Systems, Inc., a Minnesota corporation (the “Company”), and Kristine Glancy (the “Executive”): WHEREAS, the Company and Executive have entered into that certain Change in Control Agree |
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| May 6, 2019 |
ISIG / Insignia Systems, Inc. 10-Q Quarterly Report FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended March 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS, INC. |
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| April 30, 2019 |
INSIGNIA SYSTEMS, INC. ANNOUNCES FIRST QUARTER 2019 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES FIRST QUARTER 2019 FINANCIAL RESULTS MINNEAPOLIS, MN – April 30, 2019 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the first quarter ended March 31, 2019 (“Q1”). Overview ● Q1 2019 net sales decreased 30.7% to $5.1 mill |
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| April 30, 2019 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OFTHE SECURITIES EXCHANGE ACT OF 1934 April 30, 2019 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| April 23, 2019 |
ISIG / Insignia Systems, Inc. DEFR14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e |
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| April 22, 2019 |
ISIG / Insignia Systems, Inc. DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e) |
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| April 22, 2019 |
ISIG / Insignia Systems, Inc. DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e) |
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| March 7, 2019 |
ISIG / Insignia Systems, Inc. ANNUAL REPORT (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 Commission File Number 1-13471 INSIGNIA SYSTEMS, INC. (Exact name of registrant as specified in its charter) Minnesota 41-1656308 (State or other jurisdiction of incorpora |
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| March 7, 2019 |
INSIGNIA SYSTEMS, INC. Power of Attorney EXHIBIT 24.1 INSIGNIA SYSTEMS, INC. Power of Attorney The undersigned director of Insignia Systems, Inc., a Minnesota corporation, does hereby make, constitute and appoint Kristine A. Glancy and Jeffrey A Jagerson, and either of them, the undersigned’s true and lawful attorney-in-fact and agent, with power of substitution, for the undersigned and in the undersigned’s name, place and stead, to sign |
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| March 5, 2019 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 March 5, 2019 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
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| March 5, 2019 |
INSIGNIA SYSTEMS, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2018 FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2018 FINANCIAL RESULTS MINNEAPOLIS, MN – March 5, 2019 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the fourth quarter (“Q4”) and the full year ended December 31, 2018. Overview ● Q4 2018 ne |
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| January 31, 2019 |
ISIG / Insignia Systems, Inc. / Cable Car Capital LLC - AMENDMENT 7 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* Insignia Systems, Inc. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 45765Y105 (CUSIP Number) Jacob Haft Ma-Weaver Cable Car Capital LLC 1449 Washington Street #6 San Francisco, California 94109 (415) 857-1965 (Name, Addr |
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| January 28, 2019 |
ISIG / Insignia Systems, Inc. / Cable Car Capital LLC - AMENDMENT 6 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* Insignia Systems, Inc. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 45765Y105 (CUSIP Number) Jacob Haft Ma-Weaver Cable Car Capital LLC 1449 Washington Street #6 San Francisco, California 94109 (415) 857-1965 (Name, Addr |
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| January 18, 2019 |
INSIGNIA SYSTEMS, INC. ANNOUNCES Preliminary Fourth Quarter and Full Year 2018 Results EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES Preliminary Fourth Quarter and Full Year 2018 Results MINNEAPOLIS, MN – January 18, 2019 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported information regarding its preliminary unaudited financial results for the fourth quarter of 2018 (“Q4”), fi |
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| January 18, 2019 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 January 18, 2019 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. E |
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| November 14, 2018 |
ISIG / Insignia Systems, Inc. INSIGNIA SYSTEMS INC. FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended September 30, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS, |
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| November 13, 2018 |
INSIGNIA SYSTEMS, INC. ANNOUNCES 2018 THIRD QUARTER AND NINE MONTH FINANCIAL RESULTS EXHIBIT 99.1 Contact: Insignia Systems, Inc. Kristine Glancy, CEO (763) 392-6200 FOR IMMEDIATE RELEASE INSIGNIA SYSTEMS, INC. ANNOUNCES 2018 THIRD QUARTER AND NINE MONTH FINANCIAL RESULTS MINNEAPOLIS, MN – November 13, 2018 – Insignia Systems, Inc. (Nasdaq: ISIG) (“Insignia”) today reported financial results for the third quarter ended September 30, 2018 (“Q3”). Overview ● Q3 2018 net sales increa |
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| November 13, 2018 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 November 13, 2018 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. |
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| September 7, 2018 |
ISIG / Insignia Systems, Inc. / Cable Car Capital LLC - AMENDMENT 5 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Insignia Systems, Inc. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 45765Y105 (CUSIP Number) Jacob Haft Ma-Weaver Cable Car Capital LLC 1449 Washington Street #6 San Francisco, California 94109 (415) 857-1965 (Name, Addr |
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| August 14, 2018 |
Form of Restricted Stock Unit Agreement under 2018 Equity Incentive Plan EXHIBIT 10.2 INSIGNIA SYSTEMS, INC. 2018 EQUITY INCENTIVE PLAN Restricted Stock Unit Agreement (For Employees) Insignia Systems, Inc. (the “Company”), pursuant to its 2018 Equity Incentive Plan (the “Plan”), hereby grants an award of Restricted Stock Units to you, the Participant named below. The terms and conditions of this Award are set forth in this Restricted Stock Unit Agreement (the “Agreeme |
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| August 14, 2018 |
UNITED STATES 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 August 10, 2018 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Em |
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| August 14, 2018 |
Form of Non-Qualified Stock Option Agreement under 2018 Equity Incentive Plan EXHIBIT 10.1 INSIGNIA SYSTEMS, INC. 2018 EQUITY INCENTIVE PLAN Non-Qualified Stock Option Agreement Insignia Systems, Inc. (the “Company”), pursuant to its 2018 Equity Incentive Plan (the “Plan”), hereby grants an Option to purchase shares of the Company’s common stock to you, the Participant named below. The terms and conditions of the Option are set forth in this Non-Qualified Stock Option Agree |
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| August 8, 2018 |
ISIG / Insignia Systems, Inc. FORM S-8 POS As filed with the Securities and Exchange Commission on August 8, 2018. Registration no. 333-205961 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INSIGNIA SYSTEMS, INC. (Exact name of registrant as specified in its charter) Minnesota 41-1656308 (State or other jurisdiction o |
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| August 8, 2018 |
Employee Stock Purchase Plan, as amended EXHIBIT 99.2 INSIGNIA SYSTEMS, INC. EMPLOYEE STOCK PURCHASE PLAN (as Amended and Restated by Board of Directors May 21, 2018) 1. Establishment of Plan. Insignia Systems, Inc. (hereinafter referred to as the “Company”) proposes to grant to certain employees of the Company the opportunity to purchase common stock of the Company. Such common stock shall be purchased pursuant to the plan herein set fo |
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| August 8, 2018 |
ISIG / Insignia Systems, Inc. FORM S-8 As filed with the Securities and Exchange Commission on August 8, 2018. Registration no. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INSIGNIA SYSTEMS, INC. (Exact name of registrant as specified in its charter) Minnesota 41-1656308 (State or other jurisdiction of incorporation or organization) (I.R.S. |
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| August 8, 2018 |
INSIGNIA SYSTEMS, INC. 2018 EQUITY INCENTIVE PLAN EXHIBIT 99.1 INSIGNIA SYSTEMS, INC. 2018 EQUITY INCENTIVE PLAN 1. Purpose. The purpose of the Insignia Systems, Inc. 2018 Equity Incentive Plan (the “Plan”) is to attract and retain the best available personnel for positions of responsibility with the Company, to provide additional incentives to them and align their interests with those of the Company’s shareholders, and to thereby promote the Com |
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| August 7, 2018 |
ISIG / Insignia Systems, Inc. FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended June 30, 2018 or [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 1-13471 INSIGNIA SYSTEMS, I |
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| July 31, 2018 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES 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 July 31, 2018 Date of Report (Date of Earliest Event Reported) Insignia Systems, Inc. (Exact Name of Registrant as Specified in its Charter) Minnesota 001-13471 41-1656308 (State of Incorporation) (Commission File Number) (I.R.S. Empl |
