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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 16,
2019
_________________
WIDEPOINT CORPORATION
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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001-33035
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52-2040275
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(I.R.S.
EmployerIdentification No.)
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11250
Waples Mill Rd., South Tower, Suite 210, Fairfax,
Virginia
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22030
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(Address of
Principal Executive Office)
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(Zip
Code)
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(703)
349-2577
Registrant’s
telephone number, including area code
______________________________________________________________________________
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[__]
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[__]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[__]
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[__]
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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(b) Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On
April 16, 2019, in an effort to streamline and reduce the size of
the Board of Directors of WidePoint Corporation (the
“Company”), the Board accepted the resignation of Alan
Howe (effective April 30, 2019) and Morton Taubman provided notice
of his retirement from the Board effective June 11, 2019 (the date
of the Company’s 2019 Annual Meeting of Stockholders). Mr.
Howe and Mr. Taubman each acted voluntarily in order to reduce the
size of the Board after discussions about board size and
composition with the other members of the Company’s Board of
Directors. Neither Mr. Howe nor Mr. Taubman had any disagreement
with the Board, the Company or its management on any matter
relating to the Company’s operations, policies or practices.
Mr. Howe and Mr. Taubman have been valuable members of the
Company’s Board of Directors and the Company wishes them the
best in their future endeavors.
Effective upon Mr.
Howe's resignation as a director, the size of the Company's Board
of Directors will be reduced from seven members to six members and,
upon Mr. Taubman’s retirement, the Board of Directors will be
further reduced to five members. In order to achieve a more equal
balance of membership among the classes of directors, the Company
expects to balance the classes of the directors in connection with
the upcoming director elections at the 2019 Annual Meeting of
Stockholders.
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 hereunto duly authorized.
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WIDEPOINT
CORPORATION
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Date: April 17,
2019
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By:
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/s/ Jin
Kang
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Jin
Kang
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Chief
Executive Officer
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