--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-22-135214" form_type: "8-K" ticker: "DRTTF" cik: "0001340476" company_name: "DIRTT ENVIRONMENTAL SOLUTIONS LTD" filed_at: "2022-05-02T23:59:59+00:00" generated_at: "2026-06-26T01:58:04.458008+00:00" event_type: "leadership" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # DIRTT shareholders reject rights plan, elect 7 new directors; interim CEO replaced ## Summary - Rights Agreement not approved (71.95% against), terminating the shareholder rights plan. - All prior 7 directors ousted; new board includes Aron English, Cory Mitchell, Douglas Edwards, Mary Garden, Scott Robinson, Scott Ryan, Ken Sanders. - Interim CEO Todd Lillibridge terminated; Jeffrey Calkins (COO) and Geoffrey Krause (CFO) appointed Interim Co-CEOs. - Name change to 'DIRTT Inc.' rejected by 69.36% of votes. - 2022 Employee Share Purchase Plan approved with 72.56% in favor. ## SEC filing metadata - accession: 0001193125-22-135214 - form_type: 8-K - ticker: DRTTF - cik: 0001340476 - company_name: DIRTT ENVIRONMENTAL SOLUTIONS LTD - filed_at: 2022-05-02T23:59:59+00:00 - event_type: leadership - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.02, 3.03, 5.02, 5.07, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/d359812d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-22-135214 - JSON: https://secwatch.observer/filing/0001193125-22-135214.json - Plain text: https://secwatch.observer/filing/0001193125-22-135214.txt ## Key facts - Executive change Cory J. Mitchell was elected as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: elected - Role: Director source text: each of Douglas A. Edwards, Aron R. English, Mary Garden, Cory J. Mitchell, Scott L. Robinson, Scott C. Ryan and Kenneth D. Sanders has been elected as a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Mary Garden was elected as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: elected - Role: Director source text: each of Douglas A. Edwards, Aron R. English, Mary Garden, Cory J. Mitchell, Scott L. Robinson, Scott C. Ryan and Kenneth D. Sanders has been elected as a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Geoffrey Krause was appointed as Interim Co-Chief Executive Officer at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: appointed - Role: Interim Co-Chief Executive Officer source text: On April 26, 2022, the Board appointed Jeffrey Calkins and Geoffrey Krause to serve as Interim Co-Chief Executive Officers effective immediately until a replacement is named evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Kenneth D. Sanders was elected as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: elected - Role: Director source text: each of Douglas A. Edwards, Aron R. English, Mary Garden, Cory J. Mitchell, Scott L. Robinson, Scott C. Ryan and Kenneth D. Sanders has been elected as a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Michael T. Ford departed as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: ceased to be a director - Role: Director source text: each of Michael T. Ford, Denise E. Karkkainen, Shauna R. King, Todd W. Lillibridge, James (Jim) A. Lynch, Steven E. Parry and Diana R. Rhoten ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Shauna R. King departed as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: ceased to be a director - Role: Director source text: each of Michael T. Ford, Denise E. Karkkainen, Shauna R. King, Todd W. Lillibridge, James (Jim) A. Lynch, Steven E. Parry and Diana R. Rhoten ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Scott L. Robinson was elected as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: elected - Role: Director source text: each of Douglas A. Edwards, Aron R. English, Mary Garden, Cory J. Mitchell, Scott L. Robinson, Scott C. Ryan and Kenneth D. Sanders has been elected as a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change James (Jim) A. Lynch departed as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: ceased to be a director - Role: Director source text: each of Michael T. Ford, Denise E. Karkkainen, Shauna R. King, Todd W. Lillibridge, James (Jim) A. Lynch, Steven E. Parry and Diana R. Rhoten ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Scott C. Ryan was elected as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: elected - Role: Director source text: each of Douglas A. Edwards, Aron R. English, Mary Garden, Cory J. Mitchell, Scott L. Robinson, Scott C. Ryan and Kenneth D. Sanders has been elected as a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Denise E. Karkkainen departed as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: ceased to be a director - Role: Director source text: each of Michael T. Ford, Denise E. Karkkainen, Shauna R. King, Todd W. Lillibridge, James (Jim) A. Lynch, Steven E. Parry and Diana R. Rhoten ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Aron R. English was elected as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: elected - Role: Director source text: each of Douglas A. Edwards, Aron R. English, Mary Garden, Cory J. Mitchell, Scott L. Robinson, Scott C. Ryan and Kenneth D. Sanders has been elected as a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Todd W. Lillibridge was terminated as Interim President and Chief Executive Officer at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: terminated - Role: Interim President and Chief Executive Officer source text: Following the Company’s Meeting, Mr. Lillibridge’s appointment as the Interim President and Chief Executive Officer of the Company was terminated. evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Steven E. Parry departed as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: ceased to be a director - Role: Director source text: each of Michael T. Ford, Denise E. Karkkainen, Shauna R. King, Todd W. Lillibridge, James (Jim) A. Lynch, Steven E. Parry and Diana R. Rhoten ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Jeffrey Calkins was appointed as Interim Co-Chief Executive Officer at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: appointed - Role: Interim Co-Chief Executive Officer source text: On April 26, 2022, the Board appointed Jeffrey Calkins and Geoffrey Krause to serve as Interim Co-Chief Executive Officers effective immediately until a replacement is named evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Todd W. Lillibridge departed as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: ceased to be a director - Role: Director source text: each of Michael T. Ford, Denise E. Karkkainen, Shauna R. King, Todd W. Lillibridge, James (Jim) A. Lynch, Steven E. Parry and Diana R. Rhoten ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Douglas A. Edwards was elected as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: elected - Role: Director source text: each of Douglas A. Edwards, Aron R. English, Mary Garden, Cory J. Mitchell, Scott L. Robinson, Scott C. Ryan and Kenneth D. Sanders has been elected as a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm - Executive change Diana R. Rhoten departed as Director at DIRTT ENVIRONMENTAL SOLUTIONS LTD. - Action: ceased to be a director - Role: Director source text: each of Michael T. Ford, Denise E. Karkkainen, Shauna R. King, Todd W. Lillibridge, James (Jim) A. Lynch, Steven E. Parry and Diana R. Rhoten ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312522135214/0001193125-22-135214-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.