CVD EQUIPMENT CORP (Form: 8-K, Received: 01/25/2021 08:01:14)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): January 22, 2021

CVD EQUIPMENT CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

New York		1-16525		11-2621692
(State or Other Jurisdiction of Incorporation or Organization)		(Commission File Number)		(IRS Employer Identification No.)

355 South Technology Drive

Central Islip, New York

11722

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (631) 981-7081

(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 exchange on which registered
Common Stock	CVV	Nasdaq Capital Market

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 Principal Officers; Election of Directors; Appointment of Principal Officers

(b) Termination of Employment of Leonard A. Rosenbaum as President and Chief Executive Officer

On January 22, 2021, the Board of Directors (the “Board”) of CVD Equipment Corporation (the “Company”) voted to approve the termination of the employment of Leonard A. Rosenbaum as President and Chief Executive Officer of the Company, effective immediately. The Board also voted to approve the removal of Mr. Rosenbaum as Chairman of the Board, effective immediately. Mr. Rosenbaum will remain on the Company’s Board of Directors.

Termination of Employment of Martin J. Teitelbaum as Assistant Secretary and General Counsel

On January 22, 2021, the Board of the Company also voted to approve the termination of the employment of Martin J. Teitelbaum as Assistant Secretary and General Counsel of the Company, effective immediately. Mr. Teitelbaum will remain on the Company’s Board of Directors.

Appointment of Lawrence J. Waldman as Non-Executive Chairman

On January 22, 2021, the Board of the Company appointed Lawrence J. Waldman, who currently serves as Lead Independent Director and chairman of the Audit Committee of the Board, to serve as the non-executive Chairman of the Board, effective immediately.

(c) Appointment of President and Chief Executive Officer

On January 22, 2021, the Board appointed Emmanuel Lakios, age 59, to serve as the Chief Executive Officer of the Company, effective immediately, filling the vacancies left as a result of the termination of Mr. Rosenbaum as President and Chief Executive Officer.

Mr. Lakios has over 30 years of successful enterprise, sales, operations, engineering and distribution management experience of microelectronic components, metrology instrumentation and process equipment. Mr. Lakios has served end use markets of aerospace/defense, medical components, (UV)-LED, OLED, semiconductor, magnetic data storage, industrial and academic research.

Mr. Lakios previously served as the Vice President of Sales & Marketing of the Company since February 2017.

From January 2015 through February 2017, Mr. Lakios was the CEO and President of Sensor Electronic Technology Inc (SETi), where he oversaw that company’s transition from R&D to a leading global commercial UV LED supplier. From February 2012 through December 2014, Mr. Lakios was the Executive Vice President Operations and Business Development of Encapsulix SAS, an atomic layer deposition equipment company for encapsulation, serving the OLED, flexible electronics, photovoltaic & semiconductor markets. While with Encapsulix SAS, Mr. Lakios was responsible for field sales & service, inside sales, engineering and business development. From October 2003 through April 2010, Mr. Lakios was the Senior Vice President of Sales, Service & Marketing (October 2003 through July 2007) and President, Chief Operating Officer and director (July 2007 through April 2010) at Imago Scientific Instruments Corporation, a company in the atom probe analytical instrumentation for advanced materials characterization business. While with Imago Scientific, Mr. Lakios brought the company from pre-revenue to a commercial leadership position in the 3D atomic scale tomography field. From 1984 until 2003, Mr. Lakios held numerous leadership positions at Veeco Industries in New York including President of Process Equipment, growing that group’s annual sales to over $250M, and helped increase market share of the company through strategic acquisitions and organic growth.

Mr. Lakios received his BE in Mechanical Engineering with focus in Material Science from SUNY Stony Brook in 1984.

Mr. Lakios shall continue to receive his current annual base salary of $185,000, which Mr. Lakios received while employed as the Vice President of Sales & Marketing of the Company. The Compensation Committee of the Board is reviewing Mr. Lakios’ compensation in light of his new position with the Company, but as of the date hereof such a decision has not been made.

Item 8.01

Other Events

On January 25, 2021, the Company issued a press release publicly announcing the appointment of Mr. Lakios as the Company’s new Chief Executive Officer and President, the terminations of the employment of Messrs. Rosenbaum and Teitelbaum, and the appointment of Mr. Waldman as Non-Executive Chairman of the Board. A copy of the press release is attached as Exhibit 99.1 to this Current Report on 8-K, which is incorporated by reference herein.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

The following documents are furnished herewith as exhibits to this report:

Exhibit Number	Description of Exhibit

99.1	Press Release dated January 25, 2021.

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: January 25, 2021

	CVD EQUIPMENT CORPORATION

	By:	/s/ THOMAS MCNEILL
	Name:	Thomas McNeill
	Title:	Chief Financial Officer

Exhibit 99.1

enabling tomorrow’s technologies™

355 South Technology Drive, Central Islip, New York 11722 | T 631.981.7081 | F 631.981.7095 | info@cvdequipment.com

CVD Equipment Corporation Names Emmanuel Lakios President & CEO and Lawrence Waldman Chairman of the Board

CENTRAL ISLIP, N.Y. – January 25, 2021 – CVD Equipment Corporation (NASDAQ: CVV), a leading provider of chemical vapor deposition systems and materials, today announced that Emmanuel Lakios, a 30-year veteran of the industry, has been named President and CEO, and that Director Lawrence Waldman has been appointed non-executive Chairman of the Board, both replacing Leonard Rosenbaum who had been serving in all three roles.

“All of the independent Board members have made this decision based on our concerns about reduced sales and losses over the last several years, and we believe that in order to return to profitability and in the best interests of our shareholders, a change in leadership is required,” stated Waldman, adding that Martin Teitelbaum will no longer serve as General Counsel.

“We are attempting to position CVD Equipment Corporation for growth and sustainability moving forward, with a sharp focus on enhancing and expanding the services and technologies we can provide to our customers, as well as operating efficiencies,” Waldman continued. “We thank Mr. Rosenbaum and Mr. Teitelbaum for their years of service.”

Lakios joined CVD Equipment in 2017 as Vice President Sales & Marketing and has been instrumental in establishing long-range strategic planning for diversification and growth within the company. He has previously served as President & CEO at Sensor Electronic Technology Inc (SETi) in South Carolina where he established the company as an industry leader in UV LEDs, expanded the company through acquisition and establishment of a new Research & Development center. As President & CEO of Imago Scientific Instruments Corporation in Wisconsin he oversaw the sale of the company to Cameca Ametek. He held numerous leadership positions at Veeco Industries in New York from 1984 until 2003, including President of Process Equipment, growing that group’s annual sales to over $250M, and helped increase market share of the company through strategic acquisitions and organic growth.

“CVD Equipment Corporation has a base of loyal, long-term customers and an expansive portfolio of technologies and products, supported by a talented and dedicated team of 120 employees,” said Lakios. “I am eager to work with the Board of Directors, all of whom have extensive experience in corporate governance and leadership, and our senior management team to maintain our position as an industry leader and explore new opportunities for growth and expansion.”

Waldman has been a Director on the CVD Equipment Board since 2016, and has over 40 years’ experience in public accounting, general finance, and corporate governance.

www.cvdequipment.com | www.cvdmaterialscorp.com | www.stainlessdesign.com

enabling tomorrow’s technologies™

355 South Technology Drive, Central Islip, New York 11722 | T 631.981.7081 | F 631.981.7095 | info@cvdequipment.com

About CVD Equipment Corporation

CVD Equipment Corporation (NASDAQ: CVV) designs, develops, and manufactures a broad range of chemical vapor deposition, gas control, and other state-of-the-art equipment and process solutions used to develop and manufacture materials and coatings for research and industrial applications. This equipment is used by its customers to research, design, and manufacture these materials or coatings for aerospace engine components, medical implants, semiconductors, solar cells, smart glass, carbon nanotubes, nanowires, LEDs, MEMS, and other applications. Through its application laboratory, the Company provides process development support and process startup assistance with the focus on enabling tomorrow’s technologies™. It’s wholly owned subsidiary CVD Materials Corporation provides advanced materials and metal surface treatments and coatings to serve demanding applications in the electronics, aerospace, biomedical, petroleum, pharmaceutical, and many other industrial markets.

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. Certain information included in this press release (as well as information included in oral statements or other written statements made or to be made by CVD Equipment Corporation) contains statements that are forward-looking. All statements other than statements of historical fact are hereby identified as “forward-looking statements, “as such term is defined in Section 27A of the Securities Exchange Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward looking information involves a number of known and unknown risks and uncertainties that could cause actual results to differ materially from those discussed or anticipated by management. Potential risks and uncertainties include, among other factors, conditions, success of CVD Equipment Corporation’s growth and sales strategies, the possibility of customer changes in delivery schedules, cancellation of, or failure to receive orders, potential delays in product shipments, delays in obtaining inventory parts from suppliers and failure to satisfy customer acceptance requirements.

Thomas McNeill

Phone : (631) 981-7081

Fax : (631) 981-7095

Email : investorrelations@cvdequipment.com

www.cvdequipment.com | www.cvdmaterialscorp.com | www.stainlessdesign.com