Current Report Filing (8-k)
July 28 2022 - 4:31PM
Edgar (US Regulatory)
0001415684
false
0001415684
2022-07-22
2022-07-22
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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) July 22, 2022
MusclePharm
Corporation
(Exact
name of registrant as specified in its charter)
Nevada |
|
000-53166 |
|
77-0664193 |
(State
or other jurisdiction of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
6728
W. Sunset Rd., Ste. 130, Las Vegas, NV 89118
(Address
of principal executive offices) (Zip Code)
(800)
859-3010
(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 registrants under
any of the following provisions:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act: None
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.
Resignation
of Chief Financial Officer
As
previously reported, Sabina Rizvi notified the Board of Directors of MusclePharm Corporation (the
“Company”) of her resignation as President and Chief Financial Officer of the Company, effective July 22, 2022.
On
July 22, 2022, the Company entered into a Separation and Release Agreement (the “Separation Agreement”) with Sabina Rizvi.
Pursuant to the Separation Agreement, Ms. Rizvi acknowledged that her status as an employee of the Company will end on July 22, 2022
(the “Termination Date”). In addition, Ms. Rizvi tendered her resignation as a director of the Company effective as of the
Termination Date. Ms. Rizvi’s resignation was not the result of any disagreement with the Company
relating to its operations, policies or practices. The
Agreement further provides that the Company shall (a) pay Ms. Rizvi the sum of One Hundred Sixty Two Thousand Five Hundred Dollars ($162,500)
(the “Severance Payment”) in equal installments of Eighteen Thousand Fifty Five Dollars and Fifty Six Cents ($18,055.56)
on the date of each of the Company’s next nine (9) pay periods following the Effective Date of the Separation Agreement, and (b)
pay Ms. Rizvi a lump sum of Six Thousand Two Hundred Sixty Dollars and Twenty Five Cents ($6,260.25) concurrently with the first Severance
Payment to offset costs under the Company’s group health plan in accordance with the Consolidated Omnibus Budget Reconciliation
Act (“COBRA”). Pursuant to the Separation Agreement, Ms. Rizvi has agreed to comply with the Confidentiality Agreement dated
February 17, 2021 between Ms. Rizvi and the Company. The foregoing information is a summary of the agreements involved in the transaction
described above, is not complete, and is qualified in its entirety by reference to the full text of such agreements, copies of which
are attached hereto as Exhibit 10.1. Readers should review such agreement for a complete understanding of the terms and conditions associated
with this transaction.
Appointment
of Eric Chin as Chief Financial Officer
On
July 28, 2022, the Board of Directors appointed Eric Chin as Chief Financial Officer and director of the Company. There are no family
relationships between Mr. Chin and any other director or officer of the Company. There are no transactions in which Mr. Chin has
an interest requiring disclosure under Item 404(a) of Regulation S-K. Set forth below is the biographical information of Mr. Chin, as
required by Item 401 of Regulation S-K.
Mr.
Chin, joined the Company in June 2022 as Chief Accounting Officer. Prior to that, Mr. Chin served as the Chief Financial Officer of Apollo
Medical Holdings Inc. from 2018 to May 2022. Prior to that, Mr. Chin served as the Controller/Head of Finance - Real Estate of Public
Storage from 2015 to 2018. Mr. Chin served as Assistant Vice-President - Financial Reporting of Alexandria Real Estate Equities, Inc.
from 2011 to 2015. Mr. Chin began his career at Ernst & Young, LLP in 2002. Mr. Chin is a Certified Public Accountant and received
his Bachelor of Arts in Business/Economics with Accounting and Computing from UCLA.
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.
|
MUSCLEPHARM
CORPORATION |
|
|
|
Date:
July 28, 2022 |
By: |
/s/
Eric Chin |
|
Name: |
Eric
Chin |
|
Title: |
Chief
Financial Officer |
Muscle Pharm (CE) (USOTC:MSLP)
Historical Stock Chart
From Aug 2024 to Sep 2024
Muscle Pharm (CE) (USOTC:MSLP)
Historical Stock Chart
From Sep 2023 to Sep 2024