8-K 1 youngbodappointmenty_8k.htm FORM 8-K Converted by EDGARwiz



Washington, D.C. 20549





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


Date of Report (Date of earliest event reported)     June 11, 2012



(Exact name of registrant as specified in its charter)












(State or other jurisdiction




(IRS Employer

of incorporation)


File Number)


Identification No.)






25242 Arctic Ocean Drive, Lake Forest, CA



(Address of principal executive offices)


(Zip Code)


Registrant’s telephone number, including area code     (949) 206-6868



(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):


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


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


o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers.

Effective June 11, 2012, our board of directors appointed Robert Young to serves as a member of the Company’s Board of Directors to fill a vacancy on the board of directors until our next annual meeting of the shareholders or until his successor is duly elected and qualified.

Prior to joining our board of directors, Mr. Young was Director of Mobile Services for Boeing Satellite Systems, Inc. (“BSS”), the world’s largest manufacturer of commercial satellites, where he was responsible for developing communication and navigation services for governmental and commercial clients. Prior to joining BSS, Mr. Young was the CFO and Chief of Business Operations for a joint venture between Hughes Electronics, General Motors and Delco Electronics.  Previously, Mr. Young was assigned to the Hughes Electronics Corporate Office where he was responsible for mergers and acquisitions, identifying and developing foreign offset programs and served as the Hughes Chief Economist.  Mr. Young currently sits on the board of Kinecta Federal Credit Union, which is the 9th largest credit union in the United States (having previously served as Kinecta’s Chairman of the board of directors from 2007-2009).  Mr. Young received his B.S. degree from the San Diego State University and an M.BA. from Loyola Marymount University.

Our directors selected Mr. Young to serve as a director due to his knowledge of the electronics manufacturing industry and his previous relationships with companies such as BSS, Hughes Electronics, General Motors and Delco Electronics. Mr. Young’s extensive knowledge of our company’s business sector combined with his executive experience at numerous other companies focused on the manufacturing industry is a significant asset to our company. Our Board of Directors believes that Mr. Young’s experience will result in assisting us in developing our long-term strategy in the electronics manufacturing services industry.  For Mr. Young’s service as a member of our board of directors he shall receive a stock award of 500,000 shares of restricted common stock.

Item 7.01 Regulation FD Disclosure.

On June 14, 2012, we issued a press release announcing the appointment of Robert Young to the company’s board of directors. A copy of the press release, which is hereby incorporated into this filing in its entirety, is attached to this Current Report on Form 8-K as Exhibit 99.1.

The information furnished under this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

Item 9.01  Financial Statements and Exhibits

(d) Exhibits.

99.1 Probe Manufacturing, Inc. Press Release, dated June 14, 2012



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.








Probe Manufacturing, Inc.






  June 14, 2012






/s/ Kambiz Mahdi




Print Name: Kambiz Mahdi


Title: Chief Executive Officer

Exhibit Index




Exhibit No.








Probe Manufacturing, Inc. Press Release, dated June 14, 2012