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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Dynatronics Corp | NASDAQ:DYNT | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.244 | 0.23 | 0.2357 | 0 | 01:00:00 |
DYNATRONICS CORPORATION
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(Exact name of registrant as specified in its charter)
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Utah
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87-0398434
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(State or other jurisdiction of incorporation or
organization)
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(I.R.S. Employer Identification No.)
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1200 Trapp Rd.
Eagan, MN 55121
(801) 568-7000
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(Address, including zip code, and telephone number, including area
code, of registrant’s principal executive
offices)
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Dynatronics Corporation 2020 Equity Incentive Plan
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(Full title of the plans)
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John Krier
Chief Executive Officer
Dynatronics Corporation
1200 Trapp Rd.
Eagan, MN 55121
(651) 683-8066
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(Name, address, including zip code, and telephone number, including
area code, of agent for service)
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Copies to:
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Kevin Pinegar, Esq.
Wayne Swan, Esq.
Dentons Durham Jones Pinegar P.C.
111 South Main Street, Suite 2400
Salt Lake City, UT 84111
Tel: (801) 415-3000
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Large accelerated filer ☐
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Accelerated filer
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☐
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Non-accelerated filer ☐
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Smaller reporting company
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☒
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Emerging growth company
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☐
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Title of Securities to be Registered
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Amount to be Registered (1)
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Proposed MaximumOffering Price Per Share (2)
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Proposed Maximum Aggregate Offering Price (2)
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Amount of Registration Fee (3)
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Common
Stock, no par value per share
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1,000,000 shares
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$ 1.25
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$1,250,000.00
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$ 136.38
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(1)
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The
number of shares of common stock, no par value per share
(“Common Stock”), of Dynatronics Corporation (the
“Registrant”), stated above consists of the aggregate
number of shares which may be sold upon the exercise of options or
issuance of stock-based awards which may hereafter be granted under
the Dynatronics Corporation 2020 Equity Incentive Plan, as amended
(the “2020 Plan”). The maximum number of shares, which
may be sold upon the exercise of such options or issuance of other
stock-based awards granted under the 2020 Plan, is subject to
adjustment in accordance with certain anti-dilution and other
provisions of the 2020 Plan. Accordingly, pursuant to Rule 416(a)
under the Securities Act of 1933, as amended (“Securities
Act”), this Registration Statement shall also covers any
additional shares of the Registrant’s Common Stock that
become issuable in respect of the securities identified in the
above table by reason of any stock dividend, stock split,
recapitalization or other similar transaction effected without the
Registrant’s receipt of consideration that results in an
increase in the number of the outstanding shares of the
Registrant’s Common Stock.
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(2)
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Estimated
solely for the purpose of determining the registration fee pursuant
to the provisions of Rule 457(c) and (h) under the Securities Act.
The offering price per share and the aggregate offering price for
shares reserved for future grant or issuance under the 2020 Plan
are based upon the average of the high and low sale prices per
share of the Common Stock as reported on the Nasdaq Capital Select
Market as of August 16, 2021.
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(3)
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Calculated
pursuant to Section 6(b) of the Securities Act.
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Item
3.
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Incorporation of Documents by Reference.
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(a)
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The Registrant’s Annual Report on Form 10-K for the year
ended June 30, 2020, filed with the SEC on September 24,
2020;
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(b)
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The Registrant’s Quarterly Reports on Form 10-Q for the
quarter ended September 30, 2020, filed with the SEC on November
12, 2020, for the quarter ended December 31, 2020, filed with the
SEC on February 11, 2021, and for the quarter ended March 31, 2021,
filed with the SEC on May 13, 2021;
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(c)
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The Registrant’s Current Reports on Form 8-K as filed with
the SEC during 2020 and 2021 on each of November 5, 2020, November
9, 2020, November 12, 2020, December 11, 2020, December 16, 2020,
December 31, 2020, January 29, 2021, February 1, 2021, February 11,
2021, April 6, 2021, April 22, 2021, April 29, 2021, May 13, 2021,
May 17, 2021, July 2, 2021, and August 9, 2021 (other than any
portions thereof deemed furnished and not filed); and
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(d)
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The description of the Registrant’s common stock contained in
the Registrant’s Registration Statement on Form 8-A (File No.
00-012697) filed on July 26, 1984, including any amendments or
reports filed for the purpose of updating such
description.
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Item
4.
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Description of Securities.
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Item
5.
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Interests of Named Experts and Counsel.
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Item
6.
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Indemnification of Directors and Officers.
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Item
7.
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Exemption from Registration Claimed.
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Item
8.
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Exhibits.
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Item
9.
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Undertakings.
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(1)
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To file, during any period in which offers, or sales are being
made, a post-effective amendment to this Registration
Statement:
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(i)
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To include any prospectus required by Section 10(a)(3) of the
Securities Act of 1933;
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(ii)
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To reflect in the prospectus any facts or events arising after the
effective date of the Registration Statement (or the most recent
post-effective amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the information set
forth in the Registration Statement. Notwithstanding the foregoing,
any increase or decrease in volume of securities offered (if the
total dollar value of securities offered would not exceed that
which was registered) and any deviation from the low or high end of
the estimated maximum offering range may be reflected in the form
of prospectus filed with the Commission pursuant to Rule 424(b) if,
in the aggregate, the changes in volume and price represent no more
than a 20% change in the maximum aggregate offering price set forth
in the “Calculation of Registration Fee” table in the
effective Registration Statement.
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(iii)
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To include any material information with respect to the plan of
distribution not previously disclosed in the Registration Statement
or any material change to such information in the Registration
Statement;
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(2)
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That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be
deemed to be a new registration statement relating to the
securities offered therein, and the offering of such securities at
that time shall be deemed to be the initial bona fide offering
thereof.
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(3)
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To remove from registration by means of a post-effective amendment
any of the securities being registered which remain unsold at the
termination of the offering.
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DYNATRONICS CORPORATION
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By: /s/ John
Krier
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Name:
John Krier
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Title:
Chief Executive Officer
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(Authorized
Officer and Principal Executive Officer)
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Name
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Title
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Date
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/s/ John Krier
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Chief Executive Officer
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August
17, 2021
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John Krier
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(Principal Executive Officer)
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/s/ Norman Roegner III
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Chief Financial Officer
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August 17,
2021
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Norman Roegner III
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(Principal Financial Officer)
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/s/ Skyler Black
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Corporate Controller and Secretary
(Principal Accounting Officer)
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August 17, 2021
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Skyler Black
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/s/ Erin S. Enright
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Chairman and Director
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August
17, 2021
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Erin S. Enright
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/s/ Brian D. Baker
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Director
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August 17,
2021
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Brian D. Baker
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/s/ David B. Holtz
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Director
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August 17,
2021
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David B. Holtz
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/s/ Scott A. Klosterman
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Director
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August 17, 2021
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Scott A. Klosterman
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/s/ Brian M. Larkin
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Director
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August 17,
2021
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Brian M. Larkin
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/s/ R. Scott Ward
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Director
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August 17,
2021
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R. Scott Ward
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1 Year Dynatronics Chart |
1 Month Dynatronics Chart |
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