---
schema_version: "secwatch.filing_event.v1"
accession: "0001683168-24-000148"
form_type: "8-K"
ticker: "INTZ"
cik: "0000736012"
company_name: "INTRUSION INC"
filed_at: "2024-01-09T23:59:59+00:00"
generated_at: "2026-06-07T01:44:20.991032+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Intrusion settles shareholder derivative suit; adopts governance reforms, $250K fee paid by insurance

## Summary
- Settlement of derivative action filed June 2022; court approval hearing set for April 3, 2024.
- Company to adopt governance reforms including audit committee enhancements, insider trading controls, and lead independent director.
- $250,000 attorneys' fees paid by insurance; no direct cash cost to Intrusion.
- Reforms remain in effect at least 3 years; independent consultant to review internal controls annually.

## SEC filing metadata
- accession: 0001683168-24-000148
- form_type: 8-K
- ticker: INTZ
- cik: 0000736012
- company_name: INTRUSION INC
- filed_at: 2024-01-09T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/736012/000168316824000148/0001683168-24-000148-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/736012/000168316824000148/intrusion_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001683168-24-000148
- JSON: https://secwatch.observer/filing/0001683168-24-000148.json
- Plain text: https://secwatch.observer/filing/0001683168-24-000148.txt

## Key facts
- Governance Changes
  INTRUSION INC: Amended and restated bylaws to require a lead independent director when CEO and Chairman roles are held by the same person.
  - Change: bylaw amendment
  source text: The Company also agreed to adopt amended and restated bylaws providing that when the Company’s Chief Executive Officer and Chairman of the Board of Directors of the Company are the same individual, the Company will designate a lead independent director.
  evidence_url: https://www.sec.gov/Archives/edgar/data/736012/000168316824000148/0001683168-24-000148-index.htm
- Material Agreements
  INTRUSION INC entered into Stipulation of Compromise and Settlement with Nathan Prawitt valued at $250,000 (effective 2023-09-28).
  - Action: entry
  - Agreement: settlement
  - Counterparty: Nathan Prawitt
  - Value: $250,000
  - Effective: 2023-09-28
  source text: As previously disclosed, on September 28, 2023, the Company agreed to the terms of a settlement contained in that certain Stipulation of Compromise and Settlement ("Settlement Agreement")
  evidence_url: https://www.sec.gov/Archives/edgar/data/736012/000168316824000148/0001683168-24-000148-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.