Current Report Filing (8-k)
May 20 2019 - 4:07PM
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):
May 14, 2019
RECRUITER.COM GROUP, INC.
(Exact name of registrant as specified in its
charter)
Delaware
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000-53641
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26-3090646
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(State or other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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100 Waugh Dr. Suite 300, Houston, Texas
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77007
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including
area code:
(866) 862-2979
(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:
☐ 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))
Indicate by check mark whether the registrant
is an emerging growth company as defined in 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
checkmark 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. ☐
Securities registered pursuant to Section 12(b) of the Act: None
Item 5.02 Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 14, 2019, in connection with Mr. Evan
Sohn’s appointment as Executive Chairman, the Compensation Committee of the Board of Directors (the “Committee”)
of Recruiter.com Group, Inc. (the “Company”) granted Mr. Sohn 36,093,565 shares of restricted Common Stock, which
shall vest in full on February 1, 2020, subject to continued service as the Executive Chairman of the Company on such vesting
date. The Committee also granted Mr. Sohn five-year stock options to purchase 36,093,565 shares of common stock at an exercise
price of $0.08 per share, which shall vest on the 18 months’ anniversary of the grant date, subject to continued service
as the Executive Chairman of the Company on such vesting date.
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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 thereunto duly authorized.
Dated: May 20, 2019
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RECRUITER.COM GROUP, INC.
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By:
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/s/ Miles Jennings
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Miles Jennings
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Chief Executive Officer
(Principal Executive Officer)
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