BioSig Technologies, Inc. (OTCMKTS:BSGM) Files An 8-K Entry into a Material Definitive Agreement

BioSig Technologies, Inc. (OTCMKTS:BSGM) Files An 8-K Entry into a Material Definitive Agreement

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Item 1.01 Entry into a Material Definitive Agreement.

See Item 5.02 of this report for a description of the General
Release and Severance Agreement and the Restricted Stock Award
Agreement, each dated as of May 31, 2017, by and between BioSig
Technologies, Inc. (the Company) and Greg Cash.
The information in Item 5.02 of this report is incorporated in
this Item 1.01 by reference.
Section 5 – Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Severance Agreement. On May 31, 2017, the Company entered into a
General Release and Severance Agreement (the Severance
Agreement
) with Gregory Cash, President, Chief Executive
Officer, and Director of the Company, to which Mr. Cashs
employment with the Company was terminated effective as of June
1, 2017 (the Separation Date).
to the Severance Agreement, the Company agreed, among other
things, to: (i) make severance payments in an amount equal to Mr.
Cashs base salary, less applicable taxes and other withholdings,
through July 14, 2017, payable in equal installments in
accordance with the normal payroll policies of the Company, with
the first installment being paid on the Companys first regular
pay date on or after the fortieth (40th)
day following the Separation Date, which initial payment shall
include all installment amounts that would have been paid during
the first forty (40) days following the Separation Date had
installments commenced immediately following the Separation Date;
(ii) provide through December 31, 2017, or until Mr. Cash becomes
eligible for comparable employer sponsored health plan benefits,
whichever is sooner, all health plan benefits to which Mr. Cash
was entitled prior to the Separation Date, to Mr. Cashs election
of COBRA with the Company and Mr. Cash paying the relative costs
therefor in the same proportion as existed while Mr. Cash was an
active employee of the Company; (iii) issue 100,000 shares of
restricted stock to Mr. Cash, subject to the terms and conditions
of the BioSig Technologies, Inc. 2012 Equity Incentive Plan and
the Award Agreement (as described below); and (iv) transfer to
Mr. Cash title to certain equipment previously issued to him.
In consideration of the foregoing severance payments, Mr. Cash
agreed to a release of claims against the Company and any of its
affiliates, parent companies, subsidiaries, present or former
officers, trustees, directors, shareholders, agents and certain
other persons regarding, among other things, claims arising out
of (i) his hiring, compensation, benefits, and employment with
the Company, and (ii) his separation from employment with the
Company. Mr. Cash also agreed to a customary covenant not to sue
and a nondisclosure and confidentiality covenant.
The foregoing description of the Severance Agreement is qualified
in its entirety by reference to the Severance Agreement, a copy
of which is filed herewith as Exhibit 10.1 and is incorporated by
reference herein.
Award Agreement. In connection with the termination of Mr. Cashs
employment with the Company, on May 31, 2017, the Company also
entered into a Restricted Stock Award Agreement (the Award
Agreement
) with Mr. Cash, to which the Company issued 100,000
shares of restricted stock (the Severance Shares) to Mr.
Cash, subject to the terms of the Award Agreement.
to the Award Agreement, the Severance Shares will: (i) vest 100%
as of the date of grant; (ii) be subject to forfeiture
immediately upon any revocation by Mr. Cash of his release of
claims against the Company under the Severance Agreement; and
(iii) be subject to a one-year lock-up period, during which Mr.
Cash will not be permitted to sell, transfer, pledge,
hypothecate, margin, assign or otherwise encumber any of the
Severance Shares.
The foregoing description of the Award Agreement is qualified in
its entirety by reference to the Award Agreement, a copy of which
is filed herewith as Exhibit 10.2 and is incorporated by
reference herein.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
Description of Exhibit
10.1
General Release and Severance Agreement, dated May 31,
2017, by and between BioSig Technologies, Inc. and Greg
Cash.
10.2
Restricted Stock Award Agreement, dated May 31, 2017, by
and between BioSig Technologies, Inc. and Greg Cash.


About BioSig Technologies, Inc. (OTCMKTS:BSGM)

BioSig Technologies, Inc. is a development-stage medical device company. The Company is developing a technology platform to manage noise and artifacts from cardiac recordings during electrophysiology studies and ablation. It is engaged in developing the Precise Uninterrupted Real-time evaluation of Electrograms (PURE) electro-pneumatic (EP) System. PURE EP System is a surface electrocardiogram and intracardiac multichannel recording and analysis system that acquires, processes and displays electrocardiogram and electrograms required during electrophysiology studies and ablation procedures. The Company’s PURE EP System is designed to assist electrophysiologists with real-time evaluations of electrocardiograms and electrograms, and helps in making clinical decisions in real-time. It is also developing signal-processing tools, which will assist electrophysiologists in differentiating true signals from noise and provide guidance in identifying ablation targets within the PURE EP System.

BioSig Technologies, Inc. (OTCMKTS:BSGM) Recent Trading Information

BioSig Technologies, Inc. (OTCMKTS:BSGM) closed its last trading session up +0.02 at 1.38 with 8,620 shares trading hands.

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