LogicMark, Inc.: Merger completed; four directors resigned

What happened LogicMark, Inc. filed a Current Report on Form 8-K on Oct 13, 2026 reporting the completion of a merger (the "Merger") and related corporate actions. The filing reports that on Oct 7, 2026 each of Carine M. Schneider, Barbara K. Gutierrez, Robert A. Curtis and John Pettitt resigned from the board, that on Oct 8, 2026 the board approved termination of the LogicMark, Inc. 2017 Stock Incentive Plan and the LogicMark, Inc. 2023 Stock Incentive Plan, and that the Articles of Merger were filed with the Nevada Secretary of State at the Effective Time. The filing also reports withdrawals of designation for Series G, Series C and Series J preferred stock filed on Oct 9, 2026 and Oct 13, 2026.

Key details

• Four directors resigned effective Oct 7, 2026: Carine M. Schneider, Barbara K. Gutierrez, Robert A. Curtis and John Pettitt; the filing states the resignations "were not related to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices."
• On Oct 8, 2026 the board approved termination of the 2017 Stock Incentive Plan and the 2023 Stock Incentive Plan; at the Effective Time, all rights under other equity plans became fully vested, were cancelled and converted into the right to receive the applicable merger consideration under the Merger Agreement.
• At the Effective Time the Articles of Merger were filed with the Nevada Secretary of State and the company's existing articles and bylaws became those of the surviving corporation.
• Certificates of withdrawal terminating the designation of Series G Non-Convertible Voting Preferred Stock and Series C Non-Convertible Voting Preferred Stock were filed on Oct 9, 2026; the certificate of withdrawal terminating the designation of Series J Convertible Preferred Stock was filed on Oct 13, 2026. The filing states there were no shares of those series issued and outstanding at the time of filing.

Why it may matter

• The filing reports Item 2.01 (completion of acquisition or disposition of assets), Item 5.02 (departure of directors or certain officers; election of directors) and Item 5.03 (amendments to articles of incorporation or bylaws). Item 2.01 covers the Merger and conversion of equity awards into merger consideration, Item 5.02 covers the director resignations and termination of stock incentive plans, and Item 5.03 covers the filing of the Articles of Merger and the withdrawals of preferred stock designations. This filing does not show why the insider traded or why the company acted.