QUALMARK CORP
8-K, 2000-05-25
LABORATORY APPARATUS & FURNITURE
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                       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: MAY 19, 2000
                        (Date of earliest event reported)


                             ----------------------


                              QUALMARK CORPORATION


             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                             ----------------------


           COLORADO                    0-28484                   84-1232688
- -------------------------------      ------------            -------------------
(State or other jurisdiction of      (Commission               (IRS Employer
 incorporation or organization)      File Number)            Identification No.)



                 1329 WEST 121ST AVENUE, DENVER, COLORADO 80234
               --------------------------------------------------
               (Address of principal executive offices, zip code)



                                 (303) 245-8800
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


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ITEM 5.           OTHER EVENTS

         On May 19, 2000, the Registrant issued a press release announcing the
resignation of its President and Chief Executive Officer, Preston Wilson.
Current board member Philip Gordon will replace Mr. Wilson as President Chief
Executive Officer until a permanent replacement can be found. Robert Gill also
stepped down as Chairman of the Board but will remain a director of the
Registrant. William Sanko was appointed Chairman of the Board to replace Mr.
Gill.

ITEM 7.           FINANCIAL STATEMENT AND EXHIBITS

                  (c)      Exhibits.

                  The following exhibit is filed with this report on Form 8-K:

                  99.1     Press Release of the Registrant dated May 19, 2000.


<PAGE>   3


                                   SIGNATURES

         Pursuant to the requirement 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.


                                         QUALMARK CORPORATION
                                         (Registrant)


Date: May 25, 2000                       By:  /s/ VERNON SETTLE
                                           -------------------------------------
                                           Vernon Settle
                                           Chief Financial Officer


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                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
                                                                                             Sequentially
      Exhibit                                                                                  Numbered
      Number             Description                                                              Page
      -------            -----------                                                         ------------
      <S>                <C>                                                                 <C>
       99.1              Press Release of the Registrant dated May 19, 2000.
</TABLE>



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                                                                    Exhibit 99.1

                      QUALMARK ANNOUNCES MANAGEMENT CHANGES
      Board Member Philip Gordon Replaces Departing Preston Wilson as CEO;
                 Board Member William Sanko Elected to Chairman,
                 Replacing Robert Gill, Who Will Remain on Board

DENVER, May 19 /PRNewswire/ -- QualMark Corporation (Nasdaq: QMRK) today
announced several changes to its senior management and board of directors.
Preston Wilson, 51, president and CEO, has resigned effective May 19, 2000, to
pursue other business opportunities and has been replaced on an interim basis by
Philip Gordon, 53, who has been a board member since 1993. The board is actively
interviewing candidates for the permanent president and CEO position. Robert
Gill, 63, who has been a board member since 1994 and chairman of the board since
1996, will step down from that position and remain as a board member in a move
that reflects his growing responsibilities as chairman, president and CEO of
MobileForce Technologies, Inc.

William Sanko, 60, a board member since 1997, has been elected by the board to
be Chairman. "Over the past several years Preston Wilson has guided QualMark
through a successful public offering, strong sales growth and expansion into
international markets," Sanko said. "His contributions to our success are
appreciated and we wish him well in his future endeavors."

QualMark Corporation develops, manufactures and markets accelerated life testing
systems that provide manufacturers with the necessary information to improve
product reliability by rapidly exposing design and manufacturing-related flaws.
The Company has installed more than 330 OVS Systems in 18 countries and operates
seven ARTC facilities in Denver, Santa Clara, Calif., Farmington Hills, Mich.,
Hopkinton, Mass., Morrisville, N.C., Huntington Beach, Calif., and Winter Park,
Fla. QualMark has also formed domestic ARTC alliances in Burton, Mich., and
Austin, Texas, and international ARTC alliances in the United Kingdom, Ireland,
Germany, the Netherlands, Italy, France and Sweden. The Company also offers
engineering services and products that complement the core technologies of
QualMark and other test equipment providers.

Some statements contained herein are forward-looking statements. The Company's
actual results may vary materially from the forward-looking statements made
above due to important factors including, but not limited to, variability of
order flow, future economic conditions, competitive products and pricing, new
product development, the delivery of product under existing contracts and other
factors. Additional information concerning factors that could cause actual
results to differ materially from those in the forward-looking statements made
above is contained in the following documents on file with the U.S. Securities
and Exchange Commission: the Company's Registration Statement on Form SB-3,
filed August 25, 1997; its Form 10-KSB for the year ended December 31, 1998; and
Quarterly Reports for 1999 on Form 10-QSB.



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