Current Report Filing (8-k)
August 21 2017 - 05:10PM
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): August 15, 2017
Rennova
Health, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State
or Other Jurisdiction of Incorporation)
001-35141
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68-0370244
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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400
S. Australian Avenue, Suite 800, West Palm Beach,
Florida
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33401
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(561)
855-1626
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(Registrant’s
Telephone Number, Including Area Code)
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(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):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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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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[ ]
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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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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
1.01. Entry into a Material Definitive Agreement
On
August 15, 2017, the Board of Directors (the “Board”) of Rennova Health, Inc. (the “Company”), based on
the recommendation of the Compensation Committee of the Board and in accordance with the provisions of the 2007 Incentive
Award Plan (the “Plan”), approved grants to employees and directors of an aggregate of 2,729,000 shares of
restricted common stock of the Company, including the following to the directors of the Company:
Seamus Lagan
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200,000 shares
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Dr.
Kamran Ajami
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100,000
shares
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Christopher
Diamantis
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100,000
shares
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Trevor
Langley
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100,000
shares
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The
grants fully vest on the first anniversary of the date of grant, subject to the grantee’s continued status as an employee
or director, as the case may be, on the vesting date. The restricted shares of common stock are deemed to be issued and outstanding
and the grantee may exercise full rights with respect to such shares; provided, that, prior to the vesting date, the shares cannot
be sold, transferred, pledged, hypothecated, assigned or otherwise disposed of. Upon the grantee’s termination of employment
or service as a director, as the case may be, prior to the vesting date for any reason the unvested shares will be forfeited.
The
shares granted to the directors were granted under the Plan pursuant to a grant agreement, the form of which is attached hereto
as Exhibit 10.1 and is incorporated herein by reference. The foregoing description of the grant agreement is qualified in its
entirety by reference to the full text of such agreement.
Item
5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers
The information disclosed
in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.02.
Item
9.01. Financial Statements and Exhibits
(d)
Exhibits
Exhibit
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Description
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10.1
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Form
of Grant Agreement
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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 21, 2017
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RENNOVA HEALTH, INC.
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By:
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/s/
Seamus Lagan
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Seamus
Lagan
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Chief
Executive Officer
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(principal
executive officer)
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