Current Report Filing (8-k)
February 03 2017 - 4:03PM
Edgar (US Regulatory)
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 earliest event reported)
January 31, 2017
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Ironclad Performance Wear Corporation
(Exact name of registrant as specified
in charter)
Nevada
(State or other Jurisdiction of Incorporation
or Organization)
0-51365
(Commission
File Number)
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98-0434104
(IRS Employer Identification No.)
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1920
Hutton Court, Suite 300
Farmers
Branch, TX 75234
(Address
of Principal Executive Offices and zip code)
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(972) 996-5664
(Registrant’s
telephone
number, including area code)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under
any of the following provisions:
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Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12(b) under
the Exchange Act (17 CFR 240.14a-12(b))
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Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02 Departure of Directors
or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 31, 2017, we
amended, effective as of January 1, 2017, our employment letter agreement with each of Jeff Cordes, our President and Chief Executive
Officer, and William Aisenberg, our Executive Vice President and Chief Financial Officer, to:
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Provide,
in the event that within 9 months following a sale of our company (as defined in the
amendment) we terminate the executive’s employment without cause or the executive
terminates his employment for good reason (each as defined in the amendment), for (1)
a lump sum payment of two times the executive’s then-current base salary, and (2)
continuation coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act
of 1985, as amended (COBRA), until the earliest of a period of 24 months, the date the
executive becomes eligible for coverage under a health, dental or vision insurance plan
of a subsequent employer, and the date the executive ceases to be eligible for COBRA
coverage; and
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Provide
that the laws of Texas will govern.
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On January 31, 2017, we
also amended, effective as of January 1, 2017, our Proprietary Information and Inventions Agreement with each Messrs. Cordes and
Aisenberg to:
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Provide
for a covenant not to compete for all periods after the executive’s employment
with our company in connection with, or during which, the executive receives severance
compensation; and
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Provide
that the laws of Texas will govern.
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The amendments were approved
by the Compensation Committee of our Board of Directors. The form of the amendment agreement is attached hereto as Exhibit 10.1
and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
The following exhibits are filed herewith:
SIGNATURE
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.
IRONCLAD PEFORMANCE WEAR CORPORATION
Date: February 3, 2017
By:
/s/ William
Aisenberg
William Aisenberg
Executive Vice President
& Chief Financial Officer