Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.





(b) Resignation of Officer

Vislink Technologies, Inc. (the "Company") has accepted Roger Branton's resignation from his position as Chief Executive Officer of the Company, effective January 15, 2020. Mr. Branton's resignation was not a result of any disagreements with the Company. Mr. Branton will remain as the Company's Chief Financial Officer and a member of its Board of Directors (the "Board").

(c)(d) Election of Officer and Director

In connection with this transition, on January 15, 2020, the Board appointed Carleton M. Miller, 56, to the roles of Chief Executive Officer of the Company and a member of the Board, effective January 15, 2020. Mr. Miller will perform the services and duties that are normally and customarily associated with the Chief Executive Officer position, as well as other duties as the Board reasonably determines.

From 2017 to 2018, Mr. Miller was managing director of Beringia, LLC, an independent advisory firm to private equity and small/mid cap market companies. His primary focus there was on software, hardware, and service businesses.

From 2010 to 2016, Mr. Miller was a co-founder, chief executive officer, president and a member of the board of directors of BLiNQ Networks, Inc. ("BLiNQ"), an innovator of wireless connectivity solutions for the communications market. Mr. Miller launched BLiNQ with a vision to create a new market category for mobile operators to build scalable high-density wireless broadband networks. He raised approximately $35 million from venture capital and individual investors over three accretive rounds. Mr. Miller sold BLiNQ to Communications Components, Inc. in November 2016.

Mr. Miller received his B.S. in industrial engineering from the University of Missouri in 1985, his M.B.A. in finance and marketing from Rockhurst College in 1989, and completed the corporate finance program at the London Business School in 1995.

The Company is in the process of finalizing an employment agreement with Mr. Miller (the "Employment Agreement"), pursuant to which the Company will grant shares of restricted stock of the Company as an inducement material to Mr. Miller entering into employment with the Company (the "Stock Award"). The final terms of the Employment Agreement and the Stock Award have not been determined. An amendment to this Current Report on Form 8-K will be filed with the Securities and Exchange Commission once such information has been determined.

There are no arrangements or understandings between Mr. Miller and any other persons pursuant to which he was appointed as Chief Executive Officer of the Company and as a member of the Board. There are also no family relationships between Mr. Miller and any director or executive officer of the Company and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.




Item 8.01 Other Events.

On January 16, 2020, the Company issued a press release announcing (i) the resignation of Mr. Branton as Chief Executive Officer and (ii) the appointment of Mr. Miller as a member of the Board and as Chief Executive Officer of the Company. A copy of the Press Release is attached hereto 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



No.                                  Description

99.1 Press Release of Vislink Technologies, Inc., dated January 16, 2020.

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