Current Report Filing (8-k)
January 02 2019 - 5:32PM
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): December 24, 2018
ALLIANCE
MMA, INC.
(Exact name of registrant as specified
in its charter)
Delaware
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001-37899
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47-5412331
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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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590 Madison Avenue, 21st Floor
New York, New York 10022
(Address of principal executive offices
and zip code)
Registrant’s telephone number,
including area code: (212) 739-7825
Check the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligations 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
x
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
Item
5.02 Departure and Appointment of Certain Officers
Effective December 24, 2018, Alliance MMA, Inc.
(the “Company”). and Ira S. Rainess, Co-President of the Company, agreed to terminate Mr. Rainess’ employment
agreement with the Company, as a result of which ceased to be Co-President of the Company. John Price is now the sole President
of the Company.
In connection with the termination of Mr. Rainess’
employment agreement, the Company and Mr. Rainess entered into a settlement agreement under which the parties agreed as follows:
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·
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The Company will pay Mr. Rainess an aggregate of $100,000 in cash,
of which $10,000 was paid upon execution of the agreement and the balance of $90,000 shall be payable upon the sooner of two days
after completion of the SCWorx acquisition and January 31, 2019
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·
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The Company granted Mr. Rainess an option to purchase 350,000 shares
of common stock at an exercise price of $.25 per share for a term of two years
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·
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Upon fulfillment of the settlement agreement terms, each of the party
will release the other party from any claims arising out of the relationship between them.
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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.
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ALLIANCE MMA, INC.
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By:
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/s/
John Price
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John Price
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President, Chief Financial Officer
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Dated: January 2, 2019
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