Form 8-K

8-K — PARKERVISION INC

Accession: 0001437749-26-018061

Filed: 2026-05-21

Period: 2026-05-15

CIK: 0000914139

SIC: 3663 (RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT)

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

Item: Financial Statements and Exhibits

Documents

8-K — prkr20260519_8k.htm (Primary)

EX-99.1 — PRESS RELEASE (ex_965365.htm)

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0000914139

2026-05-15

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): May 15, 2026

PARKERVISION, INC.

(Exact Name of Registrant as Specified in Charter)

Florida

000-22904

59-2971472

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

4446-1A Hendricks Avenue Suite 354, Jacksonville, Florida

32207

(Address of Principal Executive Offices)

(Zip Code)

(904) 732-6100

(Registrant’s Telephone Number, Including Area Code)

N/A

(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):

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

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

None

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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 May 15, 2026, Mr. Lewis Titterton resigned from the Board of Directors (the “Board”) of ParkerVision, Inc. (the "Company"), and from the Audit and Compensation Committees on which he served. Mr. Titterton’s resignation was due to retirement and not due to any disagreement with the Company or any matter relating to the Company's operations, policies or practices.

On May 19, 2026, the Board unanimously appointed Anthony Bowers to fill the director vacancy created by Mr. Titterton’s resignation. Mr. Bowers was also appointed to the Audit and Compensation Committees of the Board.

Mr. Bowers, age 69, has served as Director of Corporate Sales at Intro-act, LLC since 2017. Prior to joining Intro-act, LLC, Mr. Bowers held positions in corporate and institutional sales, including leadership roles at OTR Global and Goldman Sachs. Mr. Bowers holds an MBA in Accounting and Finance from the Wharton School and a bachelor's degree in economics from Amherst College.

There are no arrangements or understandings between Mr. Bowers and any other persons pursuant to which he was selected as a director. There are no transactions involving Mr. Bowers requiring disclosure under Item 404(a) of Regulation S-K.

Mr. Bowers will receive the Company's standard non-employee director compensation arrangements. The Company entered into its standard indemnification agreement with Mr. Bowers.

The Company issued a press release announcing the resignation of Mr. Titterton and the appointment of Mr. Bowers, a copy of which is furnished herewith as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit

Description

99.1

Press Release dated May 21, 2026

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.

Dated: May 21, 2026

PARKERVISION, INC.

By /s/ Cynthia French

Cynthia French

Chief Financial Officer

EX-99.1 — PRESS RELEASE

EX-99.1

Filename: ex_965365.htm · Sequence: 2

ex_965365.htm

Exhibit 99.1

Anthony Bowers Joins ParkerVision Board of Directors

Fills Vacancy Created by Retirement of Lewis Titterton

Jacksonville, Florida, May 21, 2026 -- ParkerVision, Inc. (OTCQB: PRKR), announced today that it has appointed Mr. Anthony (Tony) Bowers as a Class II director to fill a vacancy on the company’s board of directors created by the May 15, 2026 retirement of Mr. Lewis H. Titterton, Jr.

Tony is the Director of Corporate Sales at Intro-act, LLC, a capital introduction company that uses artificial intelligence (AI) to optimize connections between issuers and their most compatible investors. He has over 30 years of combined experience in corporate and institutional sales, including leadership roles at OTR Global and Goldman Sachs. He holds an MBA in Accounting and Finance from the Wharton School, as well as a Bachelor’s in Economics from Amherst College.

“We are excited to have Tony join our Board,” stated Jeffrey Parker, CEO of ParkerVision. “Tony’s background in corporate investor relations and institutional investing, along with his knowledge of ParkerVision’s business objectives and challenges, brings a unique perspective to our Board. We look forward to his contribution as we continue to advance our international licensing program and explore future opportunities.”

Mr. Parker continued, “We will miss Lew’s mentorship and guidance and wish him well in his retirement. As one of the Company’s larger shareholders, we expect Lew will continue to remain supportive of the Company and its strategic direction.”

About ParkerVision

ParkerVision, Inc. invents, develops and licenses cutting-edge, proprietary radio-frequency (RF) technologies that enable wireless solution providers to make and sell advanced wireless communication products. ParkerVision is engaged in a number of patent enforcement actions in the U.S. to protect patented rights that it believes are broadly infringed by others. For more information, please visit www.parkervision.com. (PRKR-I)

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Act of 1934, as amended. All statements, other than statements of historical fact, included or incorporated in this press release are forward-looking statements. The Company does not guarantee that it will actually achieve the plans, intentions or expectations disclosed in its forward-looking statements and you should not place undue reliance on the Company's forward-looking statements.

Forward-looking statements involve risks and uncertainties, and actual results could vary materially from these forward-looking statements. There are a number of important factors that could cause the Company's actual results to differ materially from those indicated or implied by its forward-looking statements, including those important factors set forth under the caption "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 and disclosures in the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, filed with the Securities and Exchange Commission. Although the Company may elect to do so at some point in the future, the Company does not assume any obligation to update any forward-looking statement and it disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

Contact:

Cindy French Tony Vignieri

Chief Financial Officer Communications Director

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