DEEP DOWN, INC. (OTCMKTS:DPDW) Files An 8-K Entry into a Material Definitive Agreement
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On September 18, 2019, Deep Down, Inc. (the “Company”) amended the employment agreement entered into with Mr. Charles Njuguna on July 27, 2018 (the “Amendment”). The Amendment provides for Mr. Njuguna to serve as the Company\’s President and Chief Executive Officer for three (3) years effective September 1, 2019, subject to earlier termination in accordance with the terms of Mr. Njuguna’s employment agreement (the “Employment Agreement”).
Under the terms of the Amendment, Mr. Njuguna is entitled to receive an annual base salary (the amount of which is $325,000), subject to annual adjustment by the Company’s board of directors (the “Board”).
In the event of termination of Mr. Njuguna’s employment prior to the date that is 12 months following a change of control (as defined in the Employment Agreement), Mr. Njuguna shall be entitled to a lump sum in cash equal to two times his Annual Base Salary (at the rate in effect as of the date of termination).
In connection with entering into the Amendment, the Company has granted Mr. Njuguna an option to purchase 150,000 shares of the Company’s common stock, which will shall vest in two (2) equal installments on each of the first two anniversaries of the date of grant.
The foregoing description of the Amendment contained herein is qualified in its entirety by reference to the full text of the agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein 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.
The information under Item 1.01 of this Current Report on Form 8-K regarding the terms of employment of Mr. Njuguna is incorporated herein by reference.
SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS.