RIGHTSCORP, INC. (OTCMKTS:RIHT) Files An 8-K Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities.
The information provided in response to Item 5.02 of this report
is incorporated by reference into this Item 3.02.
Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
On March 18, 2017, Rightscorp, Inc. (the Company) entered into an
employment agreement with Cecil Kyte, the Companys chief
executive officer. Under the employment agreement, Mr. Kyte will
serve as the Companys chief executive officer for a term of three
years (the Initial Term) from Mr. Kytes appointment effective
February 14, 2017 (the Effective Date), which term will renew
automatically for successive one-year terms (each, a Renewal
Term) unless terminated in accordance therewith. The Company will
pay Mr. Kyte an annual base salary of $150,000, except that, (i)
the base salary will increase from $150,000 to $250,000,
effective upon the Companys achievement of $100,000 in gross
monthly revenue for three consecutive months, (ii) the base
salary will increase to $350,000 upon the Company achieving
$2,500,000 in gross revenue in any one year period commencing on
the Effective Date, and (iii) effective upon the Companys receipt
of an aggregate of $10,000,000 in cumulative gross revenue, the
base salary will increase to $500,000. The Company also agreed to
pay Mr. Kyte a signing bonus of $50,000 and to issue to Mr. Kyte,
upon execution of the employment agreement, 5,000,000 shares of
common stock, and 10-year options to purchase 5,000,000 shares of
common stock at an exercise price of $0.05, 1,000,000 of which
will vest immediately, and the remaining 4,000,000 of which will
vest monthly in 48 equal monthly installments (each of 83,333
options) commencing on February 14, 2018. If the Company
terminates the employment agreement without Cause (as defined in
the employment agreement), Mr. Kyte terminates the employment
agreement for Good Reason (as defined in the employment
agreement), or the Company fails to renew the employment
agreement, Mr. Kyte will be entitled to receive a payment equal
to the greater of (i) six months of the base salary, and (ii) (a)
the base salary payable for the remainder of the Initial Term (in
the event such termination occurs during the Initial Term, or (b)
the base salary payable for the remainder of the Renewal Term (in
the event such termination occurs during a Renewal Term).
The foregoing description of the employment agreement does not
purport to be complete and is qualified in its entirety by
reference to the complete text of the employment agreement, which
is filed as Exhibit 10.1 hereto, and which is incorporated herein
by reference.
In connection with the foregoing, the Company relied upon the
exemption from registration provided by Section 4(a)(2) under the
Securities Act of 1933, as amended, for transactions not
involving a public offering.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 10.1 | Employment Agreement between Rightscorp, Inc. and Cecil Kyte |
About RIGHTSCORP, INC. (OTCMKTS:RIHT)
Rightscorp, Inc. is a technology company, which has a method for collecting payments from illegal downloaders of copyrighted content through notifications sent to their Internet service providers (ISPs). The Company offers and sells a service to copyright owners under which copyright owners retain it to identify infringements and collect settlement payments from Internet users that have infringed on their copyrights. After it has received an order from a client, its software monitors the global peer-to-peer (P2P) file sharing networks to detect illegally distributed digital media. The technology sends automated notices of the infringing activity to ISPs and the ISP forwards these notices. The notice to ISPs and settlement offers identify the date, time, title of copyrighted intellectual property and other specific technology identifiers to confirm the infringement by the ISPs customer. Infringers accepting its settlement offers then remit payment to it for the copyright infringement. RIGHTSCORP, INC. (OTCMKTS:RIHT) Recent Trading Information
RIGHTSCORP, INC. (OTCMKTS:RIHT) closed its last trading session 00.0000 at 0.0270 with 10,913 shares trading hands.
