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 Report (Date of Earliest Event Reported):		Commission File Number:
(Date of Earliest Event Reported):	Commission File Number:
October 22, 2024		0-17449
August 1, 2023	0-17449

PROCYON CORPORATION

(Exact name of Registrant as specified in its charter)

Colorado	59-3280822
(State of incorporation)	(I.R.S. Employer Identification Number)

164 DOUGLAS RD EAST

OLDSMAR, FL 34677

(727) 447-2998

(Address of principal executive ~~offices and telephone number)~~

offices and telephone number)

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:

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

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

☐	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 Symbols	Name of each exchange on which registered
Common Stock	PCYN	None

Indicate by check mark whether the registrant is an emerging growth company 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 18.01 ~~Entry~~Other ~~into a Material Definitive Agreement~~Events.

OnThe ~~August~~Company 1,filed ~~2023,~~an ~~Procyon~~extension ~~Corporation's~~to ~~(the~~file ~~"Company")~~its ~~Board~~Form of10-K ~~Directors~~for ~~approved~~fiscal ~~Restated~~year ~~and~~ended ~~Amended~~June ~~Executive~~30, ~~Employment~~2024 ~~Agreements~~on ~~entered~~Form ~~into~~12b-25 ~~between~~on ~~the~~September ~~Company~~30, ~~Amerx~~2024, ~~and~~due ~~(i)~~to ~~Justice~~unanticipated Wdelays. ~~Anderson~~Since then, the ~~Chief~~Company ~~Executive~~has ~~Officer~~endured ofsignificant delays due to multiple major hurricanes, in the Company’s location, Hurricanes Helene and ~~the~~Milton. ~~President~~These ofhurricanes ~~our~~have ~~operating~~knocked ~~subsidiary~~out power for extended periods of time, ~~Amerx~~and ~~Health~~caused ~~Care~~delays ~~Corporation~~not ~~("Amerx");~~only ~~(ii)~~for ~~James~~our Bpersonnel, but for our professional advisors as well. ~~Anderson,~~As such the Company's ~~Chief~~has ~~Financial~~not ~~Officer~~been ~~and~~able ~~the~~to ~~Vice~~complete ~~President~~the filing of ~~Operations~~the of10-K ~~Amerx;~~within the extended period. We are trying to complete this report and ~~(iii)~~file ~~George~~it ~~Borak~~as soon as possible. The power outages have not effected us from an operational standpoint as we have power, ~~the~~and ~~Vice~~carrier ~~President~~services ofare ~~Sales~~able ofto ~~Amerx~~serve our location. However, our independent auditors have been impacted by power outages.

Justice W. Anderson's Restated and Amended Executive Employment Agreement, which is effective July 1, 2023, provides for a base annual salary of $283,343 and other benefits, including certain incentive bonus compensation based upon Amerx achieving certain financial goals for sales and net profit and at the discretion of the Board of Directors. Mr. Anderson's Agreement calls for a term of one year, but may be terminated by either party, with or without cause, upon thirty day's written notice.

James B. Anderson's Restated and Amended Executive Employment Agreement, which is effective July 1, 2023, provides for a base annual salary of $206,388 and other benefits, including short-term and long-term incentive bonus compensation based upon Amerx achieving certain operational and financial goals and at the discretion of the Board of Directors. Mr. Anderson's Agreement calls for a term of one year, but may be terminated by either party, with or without cause, upon thirty day's written notice.

George Borak's Restated and Amended Executive Employment Agreement, which is effective July 1, 2023, provides for a base annual salary of $206,388 and other benefits, including certain incentive bonus compensation based upon Amerx achieving certain financial goals for sales and net profit and at the discretion of the Board of Directors. Mr. Borak's Agreement calls for a term of one year, but may be terminated by either party, with or without cause, upon thirty day's written notice.

A copy of Justice W. Anderson's Restated and Amended Executive Employment Agreement is attached to this report and incorporated herein as Exhibit 10.1. A copy of James B. Anderson's Restated and Amended Executive Employment Agreement is attached to this report and incorporated herein as Exhibit 10.2. A copy of George Borak's Restated and Amended Executive Employment Agreement is attached to this report and incorporated herein as Exhibit 10.3.

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

As set forth above, the Company and Amerx entered into Restated and Amended Executive Employment Agreements with Justice W. Anderson, James B. Anderson and George Borak, as approved by our Board of Directors on August 1, 2023. Copies of Justice W. Anderson's, James B. Anderson's and George Borak's Restated and Amended Executive Employment Agreements are attached to this report and incorporated herein, respectively.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description

10.1 Restated and Amended Executive Employment Agreement of Justice W. Anderson.

10.2 Restated and Amended Executive Employment Agreement of James B. Anderson.

10.3 Restated and Amended Executive Employment Agreement of George O. Borak

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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.

Date: August 1, 2023	Procyon Corporation
Date: October 22, 2024	Procyon Corporation
	By: /s/ James B. Anderson
	James B. Anderson, Chief Financial Officer

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