Laser Photonics Corp (LASE): CFO Timothy A. Peterman appointed

Events in this filing

Item 5.02 as filed

Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
On
October 20, 2026, Laser Photonics Corporation (the “Company”) announced that it’s the Board of Directors (the “Board”)
appointed Timothy A. Peterman, age 59, to serve, on a permanent basis, as the Company’s Chief Financial Officer and Secretary,
effective as of October 6, 2026 . Immediately prior to such time, Mr. Peterman had been serving as the Company’s Acting Chief Financial
Officer since September 8, 2026 (the “Effective Date”), as previously disclosed in the Company’s Form 8-K filed with
the Securities and Exchange Commission (“SEC”) on the Effective Date. In his permanent role, Mr. Peterman will continue to
be designated as the Company’s principal financial officer and principal accounting officer.
On
October 15, 2026, the Company entered into an Employment Agreement (the “Employment Agreement”) with Mr. Peterman. The term
of the Employment Agreement commences on the Effective Date and expires on the third anniversary of the Effective Date, unless terminated
sooner or extended as provided in the Employment Agreement.
Mr.
Peterman will receive an annual base salary of $300,000, subject to annual review by the independent members of the Board. For fiscal
year 2026, Mr. Peterman is eligible to receive a discretionary bonus prorated based on the number of days elapsed from the Effective
Date through December 31, 2026, subject to performance criteria to be determined by the Board in its discretion. Starting with fiscal
year 2027, Mr. Peterman may be eligible to receive a discretionary annual bonus based on a maximum full-year bonus opportunity of sixty
percent (60%) of his base salary for the applicable fiscal year, subject to the satisfaction of annual performance targets approved by
the Board. As soon as reasonably practicable following the Effective Date, Mr. Peterman will be awarded restricted stock units and performance
stock units under the Company’s 2019 Stock Incentive Plan with a value equal to eighty percent (80%) of his then-current base salary,
subject to a three (3)-year vesting period as set forth in the applicable award agreement. The Company will pay Mr. Peterman a one-time
relocation payment of $80,000, subject to repayment on a declining scale (100% if termination occurs prior to the first anniversary of
the Effective Date, 50% if termination occurs on or after the first anniversary but prior to the second anniversary of the Effective
Date and 25% if such termination occurs on or after the second anniversary but prior to the third anniversary of the Effective Date)
if Mr. Peterman resigns without Good Reason or is terminated for Cause (each as defined in the Employment Agreement) prior to the third
anniversary of the Effective Date. Mr. Peterman will also be entitled to a car allowance of $800 per month, four (4) weeks of paid time
off per year, and participation in the Company’s employee benefit plans available to other senior executives.
If
Mr. Peterman’s employment is terminated by the Company without Cause (and not due to death or disability) or by Mr. Peterman for
Good Reason, in each case on or after the first anniversary of the Effective Date, subject to his execution and non-revocation of a general
release of claims, Mr. Peterman is entitled to receive: (i) accrued and unpaid base salary, accrued and unpaid paid time off, and other
accrued and vested amounts and benefits (the “Accrued Compensation”); (ii) a cash amount equal to nine (9) months of his
base salary, payable over the twelve (12)-month period following termination; (iii) Company reimbursement of COBRA premiums for such
twelve (12)-month period (or until he becomes eligible for comparable coverage under a subsequent employer’s plan, if earlier);
and (iv) any annual bonus earned but unpaid for a completed fiscal year prior to termination, based on actual performance. If such termination
occurs prior to the first anniversary of the Effective Date, Mr. Peterman is entitled to receive only the Accrued Compensation. If Mr.
Peterman’s employment terminates due to death or disability, or is terminated by the Company for Cause, or Mr. Peterman resigns
without Good Reason, he (or his legal representatives) is entitled to receive only the Accrued Compensation (and, in the case of death
or disability, any annual bonus earned but unpaid for a completed fiscal year prior to termination).
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The
Employment Agreement also contains nine (9) month non-competition, nine (9) month non-solicitation, five (5) year confidentiality, intellectual
property assignment, perpetual non-disparagement, cooperation, and other customary restrictive covenant and indemnification provisions.
Payments under the Employment Agreement are subject to Section 409A of the Internal Revenue Code.
Mr.
Peterman brings more than three decades of experience in public-company capital markets, financial operations, SEC compliance and mergers
and acquisitions within the technology, media and telecommunications industries. He served as Chief Executive Officer of iMedia Brands,
a Nasdaq-listed media company, from May 2019 to August 2023, and served as Chief Financial Officer from March 2015 to April 2018. Mr.
Peterman previously held senior finance, operating and corporate development positions at publicly held media and technology companies,
including The E.W. Scripps Company and IAC/InterActiveCorp. He began his career at KPMG in Chicago in 1989. He holds a Bachelor of Science
in accounting from the University of Kentucky and is a certified public accountant with an inactive license.
There
are no arrangements or understandings between Mr. Peterman and any other persons pursuant to which he was designated as an officer of
the Company, and Mr. Peterman has no family relationships with any director or executive officer of the Company. In addition, Mr. Peterman
is not a party to any transaction with any related person required to be disclosed pursuant to Item 404(a) of Regulation S-K.
The
foregoing description of the Employment Agreement is not a complete description of the parties’ rights and obligations and is qualified
in its entirety by reference to the full text of the Employment Agreement, which is filed as Exhibit 10.1 hereto and is incorporated
herein by reference.