Current Report Filing (8-k)
March 08 2019 - 5:34PM
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):
March 4, 2019
DRIVEN DELIVERIES, INC.
(Exact
name of registrant as specified in charter)
Delaware
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333-209836
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32-0416399
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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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5710 Kearny Villa Road, Ste 205 San Diego, CA 92123
(Address
of Principal Executive Offices) (Zip Code)
(833) 378-6420
(Registrant’s
Telephone Number, Including Area Code)
Not Applicable
(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)
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[ ]
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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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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[ ]
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 mart 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.
Appointment of Adam Berk
Effective March 5, 2019, the board of directors (the
“Board”) of Driven Deliveries, Inc. (the
“Company”) appointed Adam Berk as a member of the
Board, with such appointment to take effect
immediately.
Mr. Berk, age 41, has served as the Chief Executive Officer of Stem
Holdings, a leading cannabis multi-state organization, since June
2016.
From January 2015 until
January 2017 Mr. Berk was the Co-President of Consolidated Ventures
of Oregon a Cannabis holding company.
F
rom January
2013 until January 2015 Mr. Berk was the CEO of HYD For Men, an
artisanal men’s grooming company that patented the first
solution to extend the life of a razor blade by 400%.
From 2002 through 2013, Mr. Berk was
employed with Osmio, Inc. (currently GrubHub, an Aramark
subsidiary), where he served as CEO from
2002-2007.
The Board has determined that Mr. Berk is an independent director
within the meaning of NASDAQ Rule 5605.
Mr. Berk does not have a family relationship with any of the
executive officers or directors of the Company. There are no
arrangements or understandings between Mr. Berk and any other
persons pursuant to which he was selected as a director, and there
are no transactions in which he has an interest requiring
disclosure under Item 404(a) of Regulation S-K.
Adoption of the 2018 Employee, Director And Consultant Stock
Plan
On March 4, 2019, the Board approved and adopted the
Company’s 2018 Employee, Director and Consultant Stock Plan
(the “Plan”) whereby the Board may grant to directors,
officers, employees, or consultants of the Company options to
acquire shares of common stock, stock appreciation rights and stock
awards in order to provide an inducement and serve as a long term
incentive program. The number of shares subject to the Plan is
7,857,584; provided that as of January 1, each calendar year, the
maximum number of shares of stock subject to the Plan shall be
automatically increased
by a number sufficient to cause the
number of shares covered by the Plan to equal 15% of the total
number of shares then outstanding, assuming for this purpose the
conversion into Stock of all outstanding securities that are
convertible by their terms (directly or indirectly) into shares of
common stock
. The foregoing
description of the Plan is qualified in its entirety by reference
to the full text of the Plan, a copy of which is filed as Exhibit
10.1 to this Current Report on Form 8-K and is incorporated by
reference herein.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change
in Fiscal Year.
On March 4, 2019, the Board and shareholders holding a majority of
the outstanding shares of common stock of the Company (the
“Shareholders”) approved the adoption of an amendment
to the Company Bylaws (the “Amendment”), effective
March 4, 2019. Upon such approval, Section 1 of Article IV now
reads as follows: “The business and affairs of this
corporation shall be managed by its Board of Directors. The Board
of Directors shall consist of no less than one (1) and no more than
fifteen (15) directors, with the exact number of authorized
directors to be set by resolution of the board of directors. Each
director shall be elected for a term of one year, and until his
successor shall qualify or until his earlier resignation or
removal.” A copy of the Amendment is filed as Exhibit 3.1 to
this Current Report on Form 8-K and is incorporated herein by
reference.
Item
8.01. Other
Events.
On March 6, 2019, the Company issued a press release announcing the
appointment of Adam Berk as a member of the Board. A copy of the
press release is filed as Exhibit 99.1 to this Current Report on
Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
Exhibit
No.
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Description
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Amendment to the
Bylaws of Driven Deliveries, Inc.
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The Driven
Deliveries, Inc. 2018 Employee, Director and Consultant Stock
Plan
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Press release dated
March 6, 2019
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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.
Date:
March 8, 2019
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DRIVEN DELIVERIES, INC.
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By:
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/s/
Chris
Boudreau
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Chris Boudreau
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Chairman, President, Chief Executive Officer
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