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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

 

Date of Report (Date of earliest event reported): April 5, 2025

 

NEONODE INC.

(Exact name of issuer of securities held pursuant to the plan)

 

Commission File Number 1-35526

 

Delaware   94-1517641
(State or other jurisdiction
of incorporation)
  (I.R.S. Employer
Identification No.)

 

Karlavägen 100, 115 26 Stockholm, Sweden

(Address of Principal Executive Office, including Zip Code)

 

+46 (0) 702958519

Registrant’s telephone number, including area code:

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.001 per share   NEON   The Nasdaq Stock Market LLC

 

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

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


 

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

 

On April 5, 2025, Cecilia Edström notified Neonode Inc. (the “Company”) of her intention to resign as a Class I director of the Company for personal reasons, effective April 10, 2025. Ms. Edström’s resignation is not related to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

 

On April 9, 2025, the board of directors of the Company (the “Board”) elected Didier Schreiber a Class I director to replace Ms. Edström, effective April 10, 2025, upon Ms. Edström’s resignation. The Board also resolved to appoint Peter Kruk as the chair of the Compensation, Nominating and Governance Committee, effective upon Ms. Edström’s resignation.

 

In accordance with the Company’s current Non-Employee Director Compensation Policy (the “Policy”), Mr. Schreiber will receive cash compensation of $25,000 per year for his service on the Board.

 

There is no arrangement or understanding between Mr. Schreiber and any other persons pursuant to which he was elected as a director. In addition, he is not a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K. There are no family relationships between Mr. Schreiber and any of the Company’s other directors or executive officers.

 

Item 8.01. Other Events

 

On April 10, 2025, the Company issued a press release announcing the appointment of Didier Schreiber as a new Class I Director. A copy of the press release is attached as Exhibit 99.1 hereto.

  

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
99.1   Press Release of the Company dated April 10, 2025
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Date: April 10, 2025 NEONODE INC.
     
  By: /s/ Fredrik Nihlén
  Name:  Fredrik Nihlén
  Title: Chief Financial Officer

 

 

2

 

 

EX-99.1 2 ea023767901ex99-1_neonode.htm PRESS RELEASE OF THE COMPANY DATED APRIL 10, 2025

Exhibit 99.1

 

 

Press Release

For Release, 09:10AM ET Apr 10, 2025

 

Neonode Announces Changes to the Composition of Its Board of Directors

 

STOCKHOLM, SWEDEN, April 10, 2025 — Neonode Inc. (NASDAQ: NEON) (the “Company” or “Neonode”) today announced changes to the composition of its Board of Directors. Didier Schreiber will be appointed to the Board as a Class I Director and Cecilia Edström will, due to other commitments, resign as a Class I Director of the Board of Directors.

 

Didier Schreiber currently serves as Owner and Chief Executive Officer of Rondiné Consulting. He has extensive experience in operations and executive management positions in the automotive industry. Previously, he was the Senior Vice President and a member of the Executive Management Team at ZEEKR Technology EU AB/ CEVT, China Europe Vehicle Technology AB where he held various roles since 2014. Mr. Schreiber holds a PhD in the field of Combustion Technology, with applications on the Ariane rocket engine from Ecole Centrale de Paris - Chalmers University of Technology, Gothenburg.

 

“I am very pleased to be joining the Board of Directors at Neonode. With a team of skilled professionals, a strong focus on technology and innovation, and a portfolio of advanced solutions, Neonode is well-positioned for future profitable growth. I am genuinely excited to contribute to its development and success.” said Didier Schreiber.

 

“Mr. Schreiber’s extensive experience in the automotive industry will be a significant asset to Neonode during this pivotal phase, and we look forward to a close and productive collaboration,” said Ulf Rosberg, Chairman of the Board. “We also want to thank Mrs. Edström for her dedicated and professional work as director from 2022 to 2025.”

 

For more information, please contact:

 

Chief Financial Officer

Fredrik Nihlén

E-mail: fredrik.nihlen@neonode.com

Phone: +46 703 97 21 09

 

President and Chief Executive Officer

Pierre Daniel Alexus

E-mail: daniel.alexus@neonode.com

Phone: +46 767 60 29 90

 

About Neonode

 

Neonode Inc. (NASDAQ:NEON) is a publicly traded company, headquartered in Stockholm, Sweden and established in 2001. The Company provides advanced optical sensing solutions for contactless touch, touch, gesture control, and in-cabin monitoring. Building on experience acquired during years of advanced research and development and technology licensing, Neonode’s technology is currently deployed in more than 90 million products, and the Company holds more than 100 patents worldwide. Neonode’s customer base includes some of the world’s best-known Fortune 500 companies in the consumer electronics, office equipment, automotive, elevator, and self-service kiosk markets.

 

NEONODE and the NEONODE logo are trademarks of Neonode Inc. registered in the United States and other countries.

 

For further information please visit www.neonode.com

 

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