Current Report Filing (8-k)
February 19 2021 - 4:02PM
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)
February 12, 2021
Ecoark Holdings, Inc.
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(Exact name of registrant as specified in its charter)
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Nevada
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000-53361
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30-0680177
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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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303 Pearl Parkway Suite 200, San Antonio, TX
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78215
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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: 1-800-762-7293
N/A
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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 (see General Instruction A.2. below):
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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).
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. ☐
Securities registered
pursuant to Section 12(b) of the Act: None
Item 5.02 Departure of Directors or
Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c)
On February 12, 2021, Julia Olguin was
appointed as the Chief Executive Officer of White River Holdings Corp (“White River”), a wholly owned indirect subsidiary
of Ecoark Holdings, Inc. (the “Company”).
Julia Olguin, 52, had previously served
as the Executive Vice President, Business Development, Trading & Marketing and Strategy, at Meridian Energy Group Inc., an
oil and gas exploration and development company, from January 2014 until July 2020.
The Company has entered into an Employment
Agreement with Ms. Olguin, effective February 4, 2021. The initial term of the Employment Agreement is three years, subject to
automatic renewal for successive one-year terms upon the expiration of the initial term, unless terminated by either party. Pursuant
to her Employment Agreement, Ms. Olguin will be paid an annual base salary of $150,000, subject to an automatic increase to $250,000
upon achievement of certain strategic goals as provided for in the Employment Agreement, and will be eligible to earn for each
fiscal year a performance bonus of up to 100% of her annual base salary, based on achievement of certain individual and White River
performance targets. In addition, Ms. Olguin has received 15,000 Restricted Stock Units (“RSUs”) of the Company as
an inducement to become an employee of White River. The RSUs shall vest in equal annual increments over a three-year period with
the first portion vesting on February 4, 2022, subject to continued employment on each applicable vesting date and execution of
the Company’s standard Restricted Stock Unit Agreement.
The description of the Employment Agreement
does not purport to be complete and is qualified in its entirety by the full text of the Employment Agreement filed 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.
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.
February 19, 2021
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Ecoark Holdings, Inc.
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By:
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/s/ Randy S. May
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Randy S. May
Chief Executive Officer
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