Current Report Filing (8-k)
April 12 2018 - 6:05AM
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): April 6, 2018
MGT Capital
Investments, Inc.
Delaware
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001-32698
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13-4148725
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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512
S. Mangum Street, Suite 408
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Durham,
NC
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27701
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(914)
630-7430
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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)
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(Former
name or former address, if changed since last report.)
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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:
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[ ]
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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
5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
With
the approval of its board of directors, MGT Capital Investments, Inc. (the “Company”) entered into an agreement with
Robert Ladd, to remain as chief executive officer and President of the Company, effective April 1, 2018.
In
connection with Mr. Ladd’s employment, the Company entered into an Amended and Restated Executive Employment Agreement (the
“Employment Agreement”) with Mr. Ladd, which was executed on April 6, 2018. The Employment Agreement provides that
Mr. Ladd has been reappointed for an initial term of two years. Mr. Ladd is entitled to receive an annualized base salary of $360,000,
and is also eligible for a cash and/or equity bonus as the Compensation Committee may determine, from time to time, based on meeting
performance objectives and bonus criteria to be mutually identified by Mr. Ladd and the Compensation Committee. In connection
with the execution of the Employment Agreement, the Company issued to Mr. Ladd 600,000 shares of the Company’s restricted
common stock, pursuant to the Company’s 2016 Stock Option Plan, vesting over a two year period.
The
foregoing description of the Employment Agreement does not purport to be complete and is qualified in its entirety by reference
to the Employment Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
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.
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MGT Capital Investments, Inc.
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Date:
April 11, 2018
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By:
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/s/
Robert B. Ladd
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Name:
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Robert
B. Ladd
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Title:
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President
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