Current Report Filing (8-k)
March 22 2023 - 4:29PM
Edgar (US Regulatory)
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2023-03-20
2023-03-20
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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 20, 2023
Fresh
Vine Wine, Inc.
(Exact name of registrant as specified in its charter)
Nevada |
|
001-41147 |
|
87-3905007 |
(State or Other Jurisdiction
of Incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
11500 Wayzata Blvd. #1147
Minnetonka, MN 55305
(Address of Principal Executive Offices) (Zip Code)
(855) 766-9463
(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:
| ☐ | 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:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on
which registered |
Common stock, par value $0.001 per share |
|
VINE |
|
NYSE American |
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 Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
Effective September 1, 2022, Fresh Vine Wine,
Inc. (the “Company”) entered into an Employment Transition and Consulting Agreement (the “Transition Agreement”)
with Elliot. Savoie, the Company’s former interim Chief Financial Officer. Pursuant to the Transition Agreement, Mr. Savoie agreed
to remain employed by the Company through November 30, 2022 in order to provide for an orderly transition of his roles and responsibilities
within the Company, after which the Company agreed to engage Mr. Savoie as a consultant for a nine month period commencing December 1,
2022 and expiring August 31, 2023 in exchange for a $5,000 monthly consulting fee.
On March 20, 2023, the Company and Mr. Savoie
entered into an Amendment to the Transition Agreement (the “Amendment”) pursuant to which the parties agreed that the consulting
period (and the Company’s obligation to make monthly consulting payments) would terminate on March 31, 2023. In exchange for accelerating
the expiration of the consulting period, the Company agreed to forgive Mr. Savoie’s obligation to pay approximately $101,000 owed
by him to the Company, which the parties previously agreed would be payable on or prior to March 1, 2024.
The foregoing summary of the Amendment is
qualified in all respects by the Amendment itself, a copy of which is filed herewith as Exhibit 10.1 and incorporated by reference herein.
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.
|
FRESH VINE WINE, INC. |
|
|
|
Date: March 22, 2023 |
By: |
/s/ Rick Nechio |
|
|
Rick Nechio |
|
|
Interim Chief Executive Officer |
2
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