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) December 1726, 2023

ADDVANTAGE TECHNOLOGIES GROUP, INC.

(Exact name of Registrant as specified in its Charter)

Oklahoma

(State or other Jurisdiction of Incorporation)


1-10799			73-1351610
(Commission file Number)			(IRS Employer Identification No.)

1430 Bradley Lane, Suite 196, Carrollton, Texas			75007
(Address of Principal Executive Offices)			(Zip Code)

(918) 251-9121

(Registrant's Telephone Number, Including Area Code)

(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 Communication 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	Name of each exchange on which registered
Common stock, par value $0.01	AEY	NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.

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 15.0102 ~~Entry~~Departure ~~into~~of aDirectors ~~Material~~or ~~Definitive~~Certain ~~Agreement~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 1726, 2023, Michael Rutledge, the Chief Financial Officer ADDvantage Technologies Group, Inc., ~~(the~~an ~~“Company”)~~Oklahoma ~~signed~~corporation ~~Modification Addendums~~ (the “~~Modification~~Company”), toresigned ~~its~~from ~~accounts~~the ~~receivable~~Company, ~~purchase~~effective ~~facilities~~January ~~with Vast Bank~~4, N2024.A Mr. ~~(“Vast”)~~Rutledge’s ~~for~~resignation ~~its~~was ~~subsidiaries,~~for ~~namely~~personal ~~Nave~~reasons ~~Communications~~and ~~Company~~not ~~(“Nave”),~~due ~~ADDvantage~~to ~~Triton,~~a ~~LLC~~disagreement ~~(“Triton”)~~with ~~and~~the ~~Fulton~~Company ~~Technologies,~~on ~~Inc.~~any ~~(“Fulton”)~~matters ~~pursuant~~relating to ~~which Vast agreed to extend~~ the ~~Nave,~~Company’s ~~Triton~~operations, ~~and Fulton accounts receivable purchase facilities to April 17~~policies, ~~2024~~or practices.

~~After~~In ~~Modification,~~connection ~~the~~with ~~Nave~~Mr. ~~and~~Rutledge’s ~~Triton~~resignation, ~~facilities~~the ~~provide~~Board ~~credit capacities~~ of ~~$5.0~~Directors ~~million~~appointed ~~and~~Michael ~~$1.0~~Ramke ~~million,~~as ~~respectively. Vast~~the ~~will~~interim ~~charge~~Chief aFinancial ~~fee~~Officer of ~~2.45%~~the toCompany, ~~Nave~~effective ~~and~~January ~~1.95%~~4, ~~to Triton of sold receivables~~2024.

~~The~~Mr. ~~Fulton~~Ramke ~~facilities,~~will ~~after~~serve ~~Modification,~~as ~~provide~~an aindependent ~~credit~~contractor ~~capacity~~and ~~excluding~~provide aservices ~~major~~to ~~customer~~the ofCompany ~~$5.0~~under ~~million, with~~ a ~~fee~~day ofrate ~~2.0%~~contract ofwhich ~~sold~~is ~~receivables,~~terminable ~~and~~at ~~credit~~will ~~capacity~~with ~~secured by receivables of~~ a ~~major~~30 ~~customer~~day ofprior ~~$0.5~~notice ~~million,~~by ~~with~~either ~~a fee of 1~~party.6% ~~of sold receivables.~~

~~For~~Michael ~~all~~Ramke, ~~four~~54 ~~facilities~~years old, ~~Vast~~has ~~advances~~assisted ~~90%~~with ofvarious ~~sold~~business ~~receivables~~development functions including leading the mergers, acquisitions and ~~establishes~~capital araise ~~reserve~~efforts of ~~10%~~the Company since April 2020 as an independent contractor. Prior to that, starting in 2016, Mr. Ramke served as Chief Financial Officer of Stretch Zone Franchising, LLC, a company engaged in the ~~sold~~business ~~receivables~~of atpractitioner ~~initial~~assisted ~~sale~~stretching in the health and wellness industry. With over 15 years in wireless telecommunications with Crown Castle and five years in private equity, ~~which~~he ~~increases~~has contributed across a spectrum of leadership roles as owner/investor, executive management and board member. He has held various executive positions from startups to ~~100%~~S&P ~~over~~500 ~~time~~companies ~~after~~that ~~120~~include ~~days~~roles in strategy, ~~until~~M&A, ~~the~~sales ~~Company~~and ~~collects~~marketing, ~~the~~operations, ~~sold~~and ~~receivables~~finance. He has formally presented in several industry forums. He is a patent holder, earning this distinction for leading Crown Castle’s effort to invent an innovative communication site demand software tool. Mr. Ramke holds a Bachelor of Business Administration degree from Texas A&M University.

Item 2.03 Creation of a Direct Financial Obligation or An Obligation Under an Off-Balance Sheet Arrangement.

The information included or incorporated by reference in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this item 2.03.


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.

			ADDvantage Technologies Group, Inc.
Date: December 21, 2023			/s/ Michael A. Rutledge
Date: December 29, 2023			/s/ Joseph E. Hart
			Name: Michael A. Rutledge
			Name: Joseph E. Hart
			Title: Chief Financial Officer
			Title: President and Chief Executive Officer

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