Current Report Filing (8-k)
June 23 2023 - 5:16PM
Edgar (US Regulatory)
0001429764
false
0001429764
2023-06-21
2023-06-21
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): June 21, 2023
BLINK
CHARGING CO.
(Exact
name of registrant as specified in its charter)
Nevada |
|
001-38392 |
|
03-0608147 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
605 Lincoln Road, 5th Floor
Miami Beach, Florida |
|
33139 |
(Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (305) 521-0200
N/A
(Former
name or former address, if changed since last report.)
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 |
|
BLNK
|
|
The
Nasdaq Stock Market LLC |
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) |
|
|
|
|
☐ |
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)) |
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. ☐
CURRENT
REPORT ON FORM 8-K
Blink Charging Co. (the “Company”)
June 21, 2023
Item
5.02. |
Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On
June 21, 2023, the Company and its former Chief Executive Officer Michael D. Farkas entered into a separation and general release agreement,
dated as of June 20, 2023 (the “Separation Agreement”) pursuant to Mr. Farkas’ May 1, 2023 termination of employment
and the terms of Mr. Farkas’ employment agreement, effective as of January 1, 2021 (the “Employment Agreement”). The
Separation Agreement will become effective on June 28, 2023, assuming that Mr. Farkas does not exercise his right to revoke his acceptance
within seven days of his signing. Under the terms of the Separation Agreement, the Company will provide Mr. Farkas with (i) $6,028,083
in cash compensation, (ii) 383,738 shares of the Company’s common stock, and (iii) reimbursement for medical benefits under COBRA
for 24 months or until Mr. Farkas becomes eligible for coverage under another employer’s group plan. In addition, Mr. Farkas’
outstanding issued and unvested equity awards will vest. In return, Mr. Farkas agreed that he has received all compensation to which
he is entitled with respect to his employment or termination thereof (except for any obligations under the parties’ Commission
Agreement, dated as of November 17, 2009) and Mr. Farkas is releasing the Company from all claims that he might have related to his employment.
Further, Mr. Farkas acknowledged that the terms of his non-competition and non-solicitation covenants under his Employment Agreement
remain in effect, except that Mr. Farkas will be permitted to continue to work with certain individuals with whom he has a current relationship
outside of the Company.
The
foregoing summary of the Separation Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the
full text of the Separation Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated
herein by reference.
Item
9.01. |
Financial
Statements and Exhibits. |
(d)
Exhibits.
*
Portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K under the Securities Act of 1933, as amended,
because they are both (i) not material and (ii) the type that the registrant treats as private and confidential. A copy of the omitted
portions will be furnished to the SEC upon its request.
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.
|
BLINK
CHARGING CO. |
|
|
|
Dated:
June 23, 2023 |
By: |
/s/
Brendan S. Jones |
|
Name: |
Brendan
S. Jones |
|
Title: |
President
and Chief Executive Officer |
Blink Charging (NASDAQ:BLNK)
Historical Stock Chart
From Jun 2024 to Jul 2024
Blink Charging (NASDAQ:BLNK)
Historical Stock Chart
From Jul 2023 to Jul 2024