MOBILESMITH, INC. (OTCMKTS:MOST) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 31, 2017, the Board of Directors (the “Board”) of MobileSmith, Inc. (the “Company”), appointed Robert L. Smith to the Board. The appointment takes effect immediately. As of the date of this report, Mr. Smith has not been appointed to any committee of the Board.
Robert Smith is an experienced multi-facility health care executive with varied background in complex urban and rural health care settings. During his 40-year career in the industry he has held CEO and other executive positions of various for profit and non-profit hospitals and health care organizations, where he demonstrated ability to turnaround, create, and grow business units in complex and competitive environments. Mr. Smith's broad business experience includes reorganization, restructuring and public company experience at the CEO and Board of Directors level.
Mr. Smith has served on the boards of various healthcare organizations. He currently serves on the boards of Parkland Center for Clinical Innovation and Cobalt Rehabilitation Hospitals. He is a 2011 recipient of the Texas Hospital Associations Earl N. Collier Award for Distinguished Health Care Administration.
Mr. Smith received his Master of Health Administration Degree from Washington University School of Medicine, St. Louis, MO and his Bachelor of Science Degree in Psychology from University of Missouri in St. Louis, MO.
The material terms and conditions of Mr. Smith's appointment are set forth in appointment letter, which is filed with this report as Exhibit 10.1 and incorporated herein by reference (the “Appointment Letter”). The material terms of the Appointment Letter are summarized as follow: in consideration for advisory services including providing strategic advice to the Company, promoting the Company in the business and investment community the Company will pay to Mr. Smith a cash fee of $2,500 per month.
In addition, the Company has granted Mr. Smith options under the Company’s 2016 Equity Incentive Plan, to purchase 366,980 shares of the Company’s common stock par value $0.001 per share, which options are scheduled to vest over a three-year period in equal quarterly installments, at exercise price of $1.99 per share, subject to accelerated vesting upon the occurrence of certain specified events. The foregoing description of the Appointment Letter is qualified in its entirety by reference to the full text of the Appointment Letter attached hereto as Exhibit 10.1 and does not purport to be complete.
There are no family relationships between Mr. Smith and any director or other executive officer of the Company, and he was not selected by the Board to serve as a director to any arrangement or understanding with any person. Mr. Smith has not engaged in any transaction that would be reportable as a related party transaction under Item 404(a) of Regulation SK.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
10.1 Letter Agreement dated as of October 11, 2017 between MobileSmith, Inc. and Robert Smith.
MobileSmith, Inc. ExhibitEX-10.1 2 robertsmith-agreement.htm LETTER AGREEMENT Blueprint October 11,…To view the full exhibit click here
About MOBILESMITH, INC. (OTCMKTS:MOST)
MobileSmith, Inc. develops and markets a software-as-a-service (SaaS) platform that allows non-programmers to design and build native mobile applications for smartphones and tablets. The Company’s product is the MobileSmith Platform (the Platform). The Company’s Platform is an application development platform that enables organizations to create, deploy and manage custom, native smartphone and tablet applications deliverable across iPhone operating system (iOS) and Android mobile platforms. The Company’s principal products and services include subscription to its SaaS cloud-based mobile application development platform to customers who design and build their own applications; internal and secure mobile development platform for the United States Department of Defense and related contractors; custom mobile application design and development services; mobile application marketing services, and mobile strategy implementation consulting.