Form 8-K/A - Current report: [Amend]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

Amendment No. 2

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 8, 2024

Laser Photonics Corporation

(Exact name of registrant as specified in its charter)

Delaware	001-41515	84-3628771
(State of other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

1101 N. Keller Rd.
Suite G
Orlando, FL		32810
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (407) 804-1000

(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))

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		LASE		The Nasdaq Stock Market LLC

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. ☒

Explanatory Note

On April 11, 2024, Laser Photonics Corporation (“Laser Photonics”) filed a Current Report on Form 8-K (the “Original Filing”) reporting the hiring of Carlos Sardinas to be Vice President, Finance, of Laser Photonics and on that date filed Amendment No. 1 to the Original Filing to include the age of Mr. Sardinas that was inadvertently excluded from the Original Filing. This Amendment No. 2 to the Original Filing includes the Offer of Employment Agreement for Mr. Sardinas that was inadvertently not included as Exhibit 10.1.

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

On April 8, 2024, the registrant (“Laser Photonics”) entered into an Offer Letter Agreement (the “Agreement”) with Carlos S. Sardinas to be Vice President, Finance, of the Company. Under the terms of the Agreement, Mr. Sardinas is an at-will employee, will receive an annual base salary of $155,000 and will receive standard health and other benefits that the Company offers to its employees. The foregoing is a summary of the terms of the Agreement with Mr. Sardinas and is qualified in its entirety by the offer letter attached hereto and incorporated herein as Exhibit 10.1 to this Current Report on Form 8-K.

Mr. Sardinas, age 42, has over 15 years of experience in the private and public sectors and has led and managed financial teams, developed and implemented financial strategies and assisted companies in providing accurate and timely financial reporting. Most recently, from June 2023 to January 2024, Mr. Sardinas served as Director of Finance for UES, a company providing personalized engineering, environmental, testing and inspection services to public and private companies across the United States. From August 2015 to April 2023 Mr. Sardinas was employed in several financial roles with L3 Harris Technologies, a publicly traded company involved in defense contracts with the Federal Government, including Lead Systems Analyst, Senior Financial Planning Analyst, Accounting Director and, from November 2020 to April 2023, Director of Finance. Mr. Sardinas received his Bachelor of Science-Business Administration degree from the University of Florida and his MBA from the University of Florida.

Item 9.01 Financial Statements and Exhibits.

Exhibits

10.1	Offer of Employment Agreement dated April 8, 2024, between Laser Photonics Corporation and Carlos S. Sardinas
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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 thereunto duly authorized.

Date: May 13, 2024	Laser Photonics Corporation

	By:	/s/ Wayne Tupuola
		Wayne Tupuola
		CEO

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Exhibit 10.1

9345 Monterey Bay Dr.

Orlando, FL 32832

cssardinas@gmail.com

321-271-6364

Offer Letter – Terms of Employment

Dear Carlos S. Sardinas:

After careful consideration, we are pleased to extend you an offer to join Laser Photonics Corporation Our team members are dedicated to pursuing excellence, and our success relies on the hard work and commitment of our team. We are confident you possess the skills and abilities to contribute to this culture in a successful way, and we look forward to welcoming you to Laser Photonics Corporation.

The following sets forth the key terms of employment:

START DATE, TITLE, AND LOCATION

Your employment term for this full-time, exempt position will begin on 04/08/2024 (“Start Date”). Your position will be VP of Finance and you will initially report to Wayne Tupuola, CEO, who will assign your duties and responsibilities. Your primary work location will be Laser Photonics Corporation.

COMPENSATION

Your total annual compensation will consist of:

Base Salary

Annualized salary of $ 155,000.00 per year, paid bi-weekly consistent with our current payroll practices and subject to all applicable deductions and withholdings.

BENEFITS PLUS

Health Insurance + Other Benefits

Laser Photonics Corporation offers health, dental, vision, long-term disability, and life insurance coverage, which will be describe in more details in the new hire package. Additional voluntary benefits, such as short-term disability, additional life insurance, and flexible spending accounts, are also available to you. These plans and provisions are subject to change at any time.

Vacation + Personal Time

You are entitled to ten (10) days of personal time off (“PTO”) during your first year of employment and will receive additional days of PTO in subsequent years according to the Company’s PTO policy. PTO is playable as taken and does not accrue. Additionally, you will also receive three (3) sick days, as well as seven (7) paid holidays throughout the year. PTO’s usage terms are governed by the Employee Handbook and are also subject to state law. See the Employee Handbook for additional information.

Expenses

In accordance with Laser Photonics Corporation policy, you may be provided with company materials and property. Any qualified cash or out-of-pocket expenses will be reimbursed to you monthly upon receipt of your approved expense report and associated receipts. These expense policies may change at any time at management’s sole discretion.

Other Key Terms

Employment at Will

At all times during your employment, you will be and shall remain an employee at will. Nothing in this letter shall be construed to create a contract of employment for any specified duration between you and Laser Photonics Corporation, nor in any way limits your right to terminate your employment at will, or Laser Photonics Corporation’s right to terminate your employment as an at-will employee.

Employee Non-Compete and Confidentiality

Please review and sign the enclosed Employee Non-Compete and Confidentiality Agreement, which is a condition of your employment. The purpose of this Agreement is to define your rights and obligations to Laser Photonics Corporation during the term of your employment and thereafter. We have prepared this document so that you realize just how crucial it is for us to have your cooperation and commitment to the continued growth and prosperity of our Company. In our competitive environment, we rely distinctly on your intellect and ingenuity. Your creativity, enterprise, and prowess help us to succeed against intense competition; your monetary compensation and benefits package, as well as industry-building projects and events within the Company, reflect this value. During your employment with us, you will learn many of our company secrets and unique approaches; therefore, we ask that you keep confidential all the information that you learn and that you not join a directly competitive business following your departure. You will learn about many key relationships, and we expect that you will not solicit or try to interfere with any of those relationships. We invest substantial amounts of money in development, marketing, and infrastructure to advance our activities. This is also an investment in you. It is not our intent to underwrite entrepreneurship that will not end up profiting the Company. Simply put, all work done on Company time belongs to the Company.

MISCELLANEOUS

Entire Agreement

This letter, as well as the enclosed Employee Non-Compete and Confidentiality Agreement, will contain the entire agreement and understanding between you and Laser Photonics Corporation, and supersedes any prior or contemporaneous offers, agreements, understandings, or commitments by or on behalf of Laser Photonics Corporation, whether oral or written. The term of your employment may in the future be amended, but only in writing, signed by you, and by a duly authorized officer of Laser Photonics Corporation.

Conditions of Offer

(i) This offer is contingent upon satisfactory references and background check.

(ii) You are not under any employment, non-compete, non-disclosure, confidentiality, or other restrictive covenant that may block or hinder your performance as an employee of the Company.

(iii) For I9 purposes, proof, within three (3) days of hire, that you are presently eligible to work in the United States. This is a continual obligation; if the work authorization you originally provided should expire, you will be required to provide evidence of continuing employment authorization.

If you have any questions, please feel free to contact Jessica Morales.

Upon acceptance, please sign and return this letter and the enclosed agreement via DocuSign within 48 hours.

Yours Truly,

*/s/ Wayne Tupuola*
Wayne Tupuola
Chief Executive Officer

Accepted and Agreed:

Carlos S. Sardinas
/s/ Carlos S. Sardinas
4/2/2024 \| 12:51 PM PDT

Cover	Apr. 08, 2024
Cover [Abstract]
Document Type	8-K/A
Amendment Flag	true
Amendment Description	Amendment No. 2
Document Period End Date	Apr. 08, 2024
Entity File Number	001-41515
Entity Registrant Name	Laser Photonics Corporation
Entity Central Index Key	0001807887
Entity Tax Identification Number	84-3628771
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1101 N. Keller Rd.
Entity Address, Address Line Two	Suite G
Entity Address, City or Town	Orlando
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	32810
City Area Code	(407)
Local Phone Number	804-1000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	LASE
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	true