Current Report Filing (8-k)
June 21 2021 - 9:00AM
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 and Exchange Act of 1934
Date
of Report (Date of earliest event reported): June 15, 2021
LIFEMD,
INC.
(Exact
name of Registrant as specified in its charter)
Delaware
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001-39785
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76-0238453
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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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800
Third Avenue, Suite 2800
New
York, NY 10022
(Address
of principal executive offices, including zip code)
(866)
351-5907
(Registrant’s
telephone number, including area code)
Check
the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any
of the following provisions:
[ ]
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Written
communication 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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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, par value
$0.01
per share
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LFMD
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The
Nasdaq Capital Market
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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 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
COO
Compensation
Effective
June 15, 2021, LifeMD, Inc. (the “Company”) and Brad Roberts, its Chief Operating Officer, restructured Mr. Roberts’s
compensation arrangements. The Company and JDM Investments, LLC mutually terminated Mr. Roberts’s Consulting Services Agreement
dated November 26, 2020 (the “Consulting Agreement”), and Mr. Roberts waived all consulting fees due for the remainder
of the term of the Consulting Agreement. In place of the Consulting Agreement, Mr. Roberts and the Company amended his Amended and Restated
Employment Agreement dated December 21, 2020 (the “Amendment”) to increase his base salary to $475,000 per calendar year
and to update the terms of his annual bonus, providing for a target amount of $200,000, with any actual bonus to be awarded in the sole
discretion of the Board of Directors.
Item
5.02 of this Current Report on Form 8-K contains only a brief description of the material terms of and does not purport to be a complete
description of the rights and obligations of the parties to the Consulting Agreement or the Amendment, and such descriptions is qualified
in its entirety by reference to the full text of these agreements, which will be filed with the Quarterly Report on Form 10-Q for the
quarter ended June 30, 2021.
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.
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LIFEMD,
INC.
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Dated:
June 18, 2021
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By:
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/s/
Justin Schreiber
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Justin
Schreiber
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Chief
Executive Officer
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