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重大事件 即時報告 8-K 2026-06-23

Loop Industries 任命 Jeffrey R. Geygan 為獨立董事，強化公司治理

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### Loop Industries 8-K 摘要：任命新獨立董事 Jeffrey R. Geygan ### 📄 **申報類型**：8-K（重大事件報告） 📅 **事件日期**：2026年6月19日（生效日期2026年6月22日） 🏢 **公司**：Loop Industries, Inc.（納斯達克代碼：LOOP） --- **事件重點**： 董事會通過將董事會人數增加一席，並任命 **Jeffrey R. Geygan** 為獨立非執行董事，即時生效，任期至下屆股東週年大會或其繼任者獲選為止。 **新任董事背景**： - 現年61歲，擁有豐富的企業領導及董事會經驗。 - 現任 Rocky Mountain Chocolate Factory（納斯達克：RMCF）臨時CEO（自2024年5月起），並自2021年起擔任該公司董事，2022至2024年曾任董事會主席。 - 曾任 Climb Global Solutions（納斯達克：CLMB）董事（2018–2025），其中2018至2025年擔任主席。 - 創立 Global Value Investment Corporation（GVIC）並擔任CEO及總裁至2024年5月，現仍為GVIC董事會主席。 - 早年曾在 UBS Financial Services 及 Salomon Smith Barney 擔任高級投資組合經理，亦有大學教學經驗（IE大學、威斯康辛大學等）。 **薪酬與股權激勵**： - 將按公司修訂後的外部董事薪酬政策獲得補償。 - 獲授予 **5,170 個限制性股票單位（RSU）**（按比例計算），歸屬條件為授予日一周年或下屆股東週年大會前一日（以較早者為準），前提是持續任職至歸屬日。 **其他安排**： - 將簽署公司標準形式的賠償協議。 - 董事會確認其符合納斯達克獨立董事規定。 - 據披露，Geygan 為 GVIC 的控制人（GVIC 曾於2026年4月提交 Schedule 13D），但本次任命並非源於任何投資者權利協議或提名安排。 - 公司與 Geygan 之間不存在須披露的關聯交易。 **對投資者的潛在影響**： - 新董事具備深厚企業管治及投資經驗，尤其擅長扭轉經營及策略規劃，或可為 Loop 帶來更嚴謹的董事會監督及產業網絡。 - 獨立董事任命通常被市場視為改善公司治理的正面訊號，但短期內對股價影響有限，需關注其能否協助 Loop 實現技術商業化及財務改善目標。
展開英文正文 
loop20260623_8k.htm
 
 
 

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0001504678

0001504678

2026-06-19
2026-06-19

 
 
  

 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)

 June 19, 2026
 

  

 
 LOOP INDUSTRIES, INC.

 

 (Exact name of registrant as specified in its charter)

 

 
  

 
 Nevada
 
000-38301
 
27-2094706

 

 (State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

 

 
  

 480 Fernand-Poitras
 

 Terrebonne, Quebec, Canada, J6Y 1Y4
 

 (Address of principal executive offices, including zip code)

  

 (450) 951-8555
 

 (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 $0.0001 per share
LOOP
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 June 19, 2026, the board of directors (the “Board”) of Loop Industries, Inc., a Nevada corporation (the “Company”), increased the size of the Board by one seat and appointed Jeffrey R. Geygan as a member of the Board, effective June 22, 2026. Mr. Geygan will serve until the next annual meeting of stockholders of the Company and until his successor is duly elected and qualified, or until his earlier death, resignation or removal. The Board also determined that Mr. Geygan qualifies as an “independent director” under the applicable listing standards of The Nasdaq Stock Market LLC.

  

 Mr. Geygan, 61, is an accomplished corporate leader with extensive executive and board experience. He currently serves as Interim Chief Executive Officer of Rocky Mountain Chocolate Factory, Inc. (Nasdaq: RMCF), a role he has held since May 2024. Mr. Geygan has been a Director of RMCF since August 2021 and was Chairman of the Board of RMCF from June 2022 to May 2024. He also served on the Board of Directors of Climb Global Solutions, Inc. (Nasdaq: CLMB) from February 2018 until February 2025, where he was Chairman from May 2018 to February 2025. From its founding in August 2007 through May 2024, Mr. Geygan was the Chief Executive Officer and President of Global Value Investment Corporation (“GVIC”), an investment research and advisory firm he founded; he continues to serve as Chairman of GVIC’s Board. Earlier in his career, he held senior roles in the financial services industry as a Senior Portfolio Manager with UBS Financial Services and Salomon Smith Barney, Inc. Mr. Geygan’s background also includes academic involvement, having taught undergraduate and graduate-level courses at IE University in Madrid, at the University of Wisconsin – Milwaukee’s Lubar School of Business, and at the College of Charleston. He serves on the Advisory Board of the University of Wisconsin – Madison Department of Economics. Mr. Geygan earned his Bachelor of Arts degree in Economics from the University of Wisconsin – Madison.

  

 Mr. Geygan will be compensated in accordance with the Company’s Amended and Restated Outside Director Compensation Policy, as described in the proxy statement relating to the Company’s 2026 annual meeting of stockholders filed with the Securities and Exchange Commission on June 9, 2026. In connection with his appointment, Mr. Geygan was granted 5,170 restricted stock units under the Company’s 2017 Equity Incentive Plan, as amended, representing a prorated portion of the Company’s standard non-employee director annual equity grant. This award will vest in full upon the earlier of the one-year anniversary of the grant date or the day prior to the Company’s next annual meeting of stockholders occurring after the grant date, subject to Mr. Geygan’s continued service through the vesting date.

  

 In connection with his appointment, Mr. Geygan will enter into the Company’s standard form of indemnification agreement, a copy of which was previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 30, 2017.

  

 As reported on a Schedule 13D filed by GVIC on April 10, 2026, Mr. Geygan is a director and the controlling person of GVIC. There is no investor rights agreement, nomination agreement or other arrangement between the Company, GVIC, Mr. Geygan or any other person pursuant to which Mr. Geygan was selected as a director. Since the beginning of the Company’s last fiscal year, the Company has not engaged in any transaction in which Mr. Geygan had direct or indirect material interest within the meaning of Item 404(a) of Regulation S-K.

  

 
 
 2

 

 
 

 

  

 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.

  

 
  
LOOP INDUSTRIES, INC.
 

 

  
 
 
 

 

 Date: June 23, 2026
By:
/s/ Spencer Hart
 

 

  
 
Spencer Hart
 

 

  
 
Chief Financial Officer
 

 

 
  

 
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