Current Report Filing (8-k)
June 09 2022 - 4:16PM
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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):
June 3, 2022
Redbox Entertainment Inc.
(Exact name of
registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation ) |
001-39741
(Commission
File Number) |
85-2157010
(IRS Employer
Identification No.) |
1 Tower Lane, Suite 800
Oakbrook
Terrace, Illinois
60181
(Address, including Zip Code, of Principal Executive Offices)
|
(630)
756-8000
(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 |
Class
A common stock, par value $0.0001 per share |
|
RDBX |
|
The
Nasdaq Stock Market LLC |
Warrants
to purchase Class A common stock |
|
RDBXW |
|
The
Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company x
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. |
On June 3, 2022, the Board of Directors (the “Board”)
of Redbox Entertainment Inc. (the “Company”) approved and adopted the Redbox Key Employee Retention Plan (the “KERP”),
which will provide certain Company employees with awards totaling $3,600,000. KERP participants will receive payments in two equal installments,
the first to occur within 30 days following the closing of the Company’s previously announced merger with Chicken Soup for the Soul
Entertainment Inc. (“CSSE”) and the second to occur within 30 days following the date that is 60 days after the closing of
the CSSE merger. Refer to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 11,
2022 for additional information regarding the CSSE merger. Payment of either installment is subject to continued employment through the
respective payment date, except that if any KERP participant is terminated without cause by either the Company or CSSE (as determined
by the Company in its sole discretion) prior to either payment date, then payment of the outstanding balance of the respective KERP award
shall be made to the terminated participant within 30 days following the date of such termination. The participant will forfeit the remaining
balance of his or her KERP award if the participant is terminated for cause or voluntarily terminates his or her employment with the Company.
The KERP was formulated with the input and based upon the recommendations of the independent compensation consultant of the Compensation
Committee of the Board.
The following sets forth the individual amounts awarded under the KERP
to the Company’s Named Executive Officers: for Galen Smith, $550,000, for Jason Kwong, $300,000 and for Michael Chamberlain $250,000.
Named Executive Officer | |
Retention Award Amount | |
Smith, Galen C. | |
$ | 550,000 | |
| |
| | |
Kwong, Jason K. | |
$ | 300,000 | |
| |
| | |
Chamberlain, Michael D. | |
$ | 250,000 | |
SIGNATURES
Pursuant to the requirement 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: June 9, 2022 |
REDBOX ENTERTAINMENT INC. |
|
|
|
|
By: |
/s/ Frederick W. Stein |
|
|
Frederick W. Stein |
|
|
Chief Legal Officer and Secretary |
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