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): June 30, 2019

 

Command Center, Inc.
(Exact Name of Registrant as Specified in Its Charter)
     
Washington 000-53088 91-2079472
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
     
3609 S. Wadsworth Blvd., Suite 250, Lakewood, CO 80235
(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (866) 464-5844

 

 
(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):

 

☐ 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 Symbol(s) Name of Each Exchange on Which Registered
Common Stock, $0.001 par value

CCNI

The NASDAQ Stock Market LLC

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

 

On June 30, 2019, Command Center, Inc. (the “Company”) entered into an Executive Employment Agreement by and between the Company and Brendan Simaytis, the Company’s Executive Vice President, General Counsel and Secretary (the “Employment Agreement”).

 

The Employment Agreement provides for Mr. Simaytis to continue serving as the Company’s Executive Vice President and General Counsel during an initial term through November 15, 2019 and to receive an annual base salary of $200,000, payable at periodic intervals in accordance with the Company’s normal payroll practices. Mr. Simaytis will also be eligible for (i) a performance bonus during the initial term of the Employment Agreement tied to the Company’s fiscal year 2019 earnings, whereby for any quarter in which the Company’s Adjusted EBITDA exceeds the quarterly target established by the Compensation Committee of the Company’s Board of Directors, Mr. Simaytis shall receive 3.75% of the amount in excess of such quarterly target, and (ii) a lump sum payment of $50,000 in the event of a Change of Control (as defined in the Employment Agreement) of the Company during the term or within six months following the term of the Employment Agreement. Mr. Simaytis is also entitled to vacation and other employee benefits in accordance with the Company’s policies.

 

Mr. Simaytis’ employment can be terminated at will. If Mr. Simaytis’ employment is terminated by the Company without cause or by Mr. Simaytis for good reason, he will be entitled to receive (i) his base salary through the end of the term of the Employment Agreement, (ii) the immediate vesting of all options and other awards held by Mr. Simaytis under the Company’s equity incentive plans, subject to certain exclusions, and (iii) a pro-rated payment of the earnings bonus. If Mr. Simaytis’ employment is terminated by the Company without cause within four months following a Change of Control or there is a failure or refusal of a surviving or successor entity to assume all of the obligations of the Employment Agreement or to offer a bona fide offer of continued employment with a surviving or successor entity and to employ Mr. Simaytis for the entirety of the four months following the Change of Control, with compensation, benefits, and terms at least equal to those set forth in the Employment Agreement, Mr. Simaytis will be entitled to receive his base salary for the greater of four months or the time remaining in the current term of the Employment Agreement and any issued but then unvested stock options will automatically become vested.

 

On June 30, 2019, the Company entered into a Consulting and Nondisclosure Agreement with Mr. Simaytis (the “Consulting Agreement”). Pursuant to the Consulting Agreement, Mr. Simaytis has agreed to serve as a consultant to the Company to assist with certain financial and operational matters from November 15, 2019 through February 14, 2020. In consideration for his services as a consultant, the Company will pay Mr. Simaytis $17,000 per month during the term of the Consulting Agreement.

 

The foregoing descriptions of the Employment Agreement and the Consulting Agreement do not purport to be complete and are qualified in their entirety by reference to the Employment Agreement and the Consulting Agreement, which are attached as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
  Exhibit No. Description
  10.1 Executive Employment Agreement, dated as of June 30, 2019, by and between the Company and Brendan Simaytis.
  10.2 Consulting and Nondisclosure Agreement, dated as of June 30, 2019, by and between the Company and Brendan Simaytis.

 

 

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.

 

 

  COMMAND CENTER, INC.  
     
         
Dated: July 1, 2019 By: /s/ Richard K. Coleman, Jr.  
    Name:   Richard K. Coleman, Jr.  
    Title:  President & Chief Executive Officer  

 

 

EXHIBIT INDEX

 

  Exhibit No. Description
  10.1 Executive Employment Agreement, dated as of June 30, 2019, by and between the Company and Brendan Simaytis.
  10.2 Consulting and Nondisclosure Agreement, dated as of June 30, 2019, by and between the Company and Brendan Simaytis.

 

 

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