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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): November 10, 2020

TRANSACT TECHNOLOGIES INC

(Exact name of registrant as specified in its charter)

Delaware	0-21121	06-1456680
(State or other jurisdiction of incorporation)	(Commission file number)	(I.R.S. employer identification no.)

One Hamden Center
2319 Whitney Avenue, Suite 3B, Hamden, CT	06518
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (203) 859-6800

(Former Name or Former Address, if Changed Since Last Report): Not applicable.

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:

☐ 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 $0.01 per share	TACT	NASDAQ Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 November 10, 2020, the Board of Directors (the “Board”) of TransAct Technologies Incorporated (the “Company”) increased its size from five to six members and elected Randall Friedman to fill the vacancy created thereby. Mr. Friedman was elected to serve as a director, effective immediately, until the Company’s next annual meeting of stockholders and until his successor is duly elected and qualified. Mr. Friedman has not been appointed to serve on any committees of the Board.

The Board affirmatively determined that Mr. Friedman is independent under the rules and regulations of the Securities and Exchange Commission (the “SEC”) and applicable listing standards of The Nasdaq Stock Market LLC.

There is no arrangement or understanding between Mr. Friedman and any other person pursuant to which Mr. Friedman was selected as a director. There are no transactions in which Mr. Friedman has an interest requiring disclosure under Item 404(a) of Regulation S-K.

Mr. Friedman will be compensated for his service in the same manner as the other non-employee directors, as discussed in the Company’s definitive proxy statement for its 2020 Annual Meeting of Stockholders filed with the SEC.

Item 7.01 Regulation FD Disclosure.

Also on November 10, 2020, the Company issued a press release announcing the appointment of Mr. Friedman to the Board. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The foregoing information is being furnished pursuant to Item 7.01 “Regulation FD Disclosure” of Form 8-K. Such information, including the exhibit furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1

Press Release, dated November 10, 2020.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.


TRANSACT TECHNOLOGIES INCORPORATED

By:		/s/ David B. Peters
		David B. Peters
		Vice President & Chief Accounting Officer

Date: November 10, 2020

Exhibit 99.1

TransAct Technologies Announces Appointment of Randall Friedman to Board of Directors

HAMDEN, CT - Nov. 12, 2020 - TransAct Technologies Incorporated (Nasdaq: TACT), a global leader in software-driven technology and printing solutions for high-growth markets, today announced the appointment of Randall Friedman to the Board of Directors, effective November 10, 2020. Following the nomination of Mr. Friedman, the Board will expand to six directors from five.

“We are pleased to welcome Randall Friedman to our already talented Board. Mr. Friedman’s extensive knowledge of restaurants and the food service industry and his deep expertise in business-to-business marketing in the restaurant market will be a huge help to our company given how the sales process has changed so dramatically in a Covid-19 environment. No doubt he will provide invaluable support to our BOHA! marketing and sales efforts. Further, Mr. Friedman’s leadership of a number of leading trade journals including Nation’s Restaurant News, Supermarket News, and Chain Store Age, in addition to his experience helping a number of businesses navigate rapid change and disruption, make him a perfect match for TransAct. We could not be more excited to get to work on our massive opportunities,” said Bart Shuldman, Chairman and CEO of TransAct.

Mr. Friedman, age 47, has over a decade of leadership experience in digital innovation and marketing, strategic planning, business acquisitions and divestitures, as well as restructuring and business evolution. Mr. Friedman also brings industry expertise in the food service technology market. For over ten years, Mr. Friedman served in various senior management roles, including President and Chief Executive Officer, at Lebhar-Friedman, Inc., a business-to-business media company where he was responsible for, among other things, sales and marketing, and focused on the food service and retail markets. In addition, Mr. Friedman is the founder of Iaso Health, LLC, an online search tool for on-demand healthcare options. Mr. Friedman is a graduate of Williams College and received his MBA from the Fordham University School of Business.

About TransAct Technologies Incorporated

TransAct Technologies Incorporated is a global leader in developing software-driven technology and printing solutions for high-growth markets including food service, casino and gaming, POS automation, and oil and gas. The Company’s solutions are designed from the ground up based on customer requirements and are sold under the BOHA! ™, AccuDate™, EPICENTRAL^®, Epic^®, Ithaca^® and Printrex^® brands. TransAct has sold over 3.5 million printers and terminals around the world and is committed to providing world-class service, spare parts and accessories to support its installed product base. Through the TransAct Services Group, the Company also provides customers with a complete range of supplies and consumable items both online at http://www.transactsupplies.com and through its direct sales team. TransAct is headquartered in Hamden, CT. For more information, please visit http://www.transact-tech.com or call (203) 859-6800.

Michael Bowen

ICR, Inc.

Michael.Bowen@icrinc.com

203-682-8299

Marc P. Griffin

ICR, Inc.

Marc.Griffin@icrinc.com

646-277-1290