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: July 19, 2009
(Date of
earliest event reported)
LECTEC
CORPORATION
(Exact
name of registrant as specified in its charter)
Commission File Number: 0-16159
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Minnesota
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41-1301878
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(State or
other jurisdiction of
incorporation)
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(IRS Employer
Identification No.)
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1407
South Kings Highway, Texarkana, Texas 75501
(Address
of principal executive offices, including zip code)
(903)
832-0993
(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:
o Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(d) On
July 19, 2009, the Board of Directors (the “Board”) of LecTec Corporation
(the “Company”) elected
a new director, Sanford M. Brink, effective July 19, 2009.
Mr.
Brink, 69, is currently the president of New Dimensions in Stone, an investment
and real estate development company that Mr. Brink has owned for the past 15
years. Prior to his tenure at New Dimensions in Stone, Mr. Brink
spent 15 years as a stockbroker specializing in the health care
area. Mr. Brink has been an active investor and venture capitalist
since the early 1960s. Mr. Brink is the father–in–law of Daniel C.
Sigg, M.D., PhD., who is a current member of the Board.
As a
non-employee director of the Company, Mr. Brink will receive an annual cash
retainer in the amount of $17,500 for his service on the
Board. This retainer is paid in advance in quarterly installments of
$4,375 prior to the beginning of each quarter in which services will be
performed.
Other
than the annual retainer described above, there are no other arrangements or
understandings between Mr. Brink and any other persons pursuant to which Mr.
Brink was selected as a director. Other than owning shares of the
Company’s common stock, Mr. Brink does not have a direct or indirect material
interest in any currently proposed transaction to which the Company is to be
party in which the amount involved exceeds $120,000, nor has Mr. Brink had a
direct or indirect material interest in any such transaction since the beginning
of the Company’s last fiscal year.
A press
release, dated July 23, 2009, announcing Mr. Brink’s election to the Board,
is attached as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press
release issued by LecTec Corporation on July 23, 2009.
SIGNATURE
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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LECTEC
CORPORATION
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By:
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/s/
Judd A. Berlin
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Judd
A. Berlin
Chief
Executive Officer and Chief Financial
Officer
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Date: July
23, 2009
EXHIBIT
INDEX
| EXHIBIT NUMBER |
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DESCRIPTION |
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| 99.1 |
|
Press release issued
by LecTec Corporation on July 23, 2009 |