SharpSpring, Inc. (NASDAQ:SHSP) Files An 8-K Results of Operations and Financial Condition
Item 2.02 Results of Operations and Financial Condition.

On February 27, 2019, SharpSpring, Inc. (the “Company”) issued a press release to report its financial results for the fourth quarter and full year ended December 31, 2018. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Richard Carlson

On February 21, 2019, the Company entered into an employee agreement amendment with Richard Carlson, the Company’s Chief Executive Officer and President. The employee agreement amendment amends Mr. Carlson’s previous employee agreement to (i) increase his base salary to $340,000 per year, and (ii) increase his annual bonus opportunity to $119,000. Mr. Carlson was also granted a stock option to purchase 17,500 shares of the Company’s common stock at an exercise price of $13.88 per share. The options vest over a 4-year period, with 1/48 vesting each month. The description of Mr. Carlson’s employee agreement amendment is not complete and is qualified in its entirety by reference to the employee agreement amendment attached hereto as Exhibit 10.1, which is incorporated by reference herein.

Additionally, subject to approval by the Company’s Compensation Committee, Mr. Carlson will receive 12,500 restricted stock units from the Company’s contemplated 2019 equity plan. The 2019 equity plan remains subject to review by the Company’s Compensation Committee, and approval by the Board of Directors and stockholders and no awards will be issued from the plan without such review and approval.

Travis Whitton

On February 21, 2019, the Company entered into an employee agreement amendment with Travis Whitton, the Company’s Chief Technology Officer. The employee agreement amendment amends Mr. Whitton’s previous employee agreement to (i) increase his base salary to $200,000 per year, and (ii) increase his annual bonus opportunity to $50,000. Mr. Whitton was also granted a stock option to purchase 10,294 shares of the Company’s common stock at an exercise price of $13.88 per share. The options vest over a 4-year period, 25% vest after one year with the remaining vesting monthly in equal installments of 1/48 thereafter. The description of Mr. Whitton’s employee agreement amendment is not complete and is qualified in its entirety by reference to the employee agreement amendment attached hereto as Exhibit 10.5, which is incorporated by reference herein.

Additionally, subject to review by the Company’s Compensation Committee, Mr. Whitton will receive 7,353 restricted stock units from the Company’s contemplated 2019 equity plan. The 2019 equity plan remains subject to review by the Company’s Compensation Committee, and approval by the Board of Directors and stockholders and no awards will be issued from the plan without such review and approval.

Adoption of 2019 Executive Bonus Plan

On February 21, 2019, the Company adopted a 2019 Executive Bonus Plan for its executive officers, which provides for quarterly payouts to executives upon obtaining certain levels of revenue and EBITDA. Payouts shall be based on a grid adopted by the Compensation Committee, with 50% of the bonus payout being determined based on revenue levels compared to plan and 50% of the payout being determined based on EBITDA levels compared to plan. The maximum quarterly payout shall be 50% of target, but annual payouts may be adjusted up to 150% of target based on over-achievement of annual metrics following the year end calculation.

Item 9.01 Financial Statements and Exhibits

* Included herewith.

SharpSpring, Inc. Exhibit
EX-10.1 2 shsp_ex101.htm EMPLOYEE AGREEMENT AMENDMENT Blueprint   Exhibit 10.1   EMPLOYEE AGREEMENT AMENDMENT   THIS AGREEMENT (the “Agreement”) is made and entered into on February 21,…
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About SharpSpring, Inc. (NASDAQ:SHSP)

SharpSpring, Inc., formerly SMTP, Inc., is a cloud-based marketing technology company. The Company’s SharpSpring marketing automation platform uses features, such as Web tracking, lead scoring and automated workflow to enable businesses deliver messages to the customers. The SharpSpring marketing automation solution offers digital marketing tools to small and medium-sized businesses and is primarily sold to marketing agencies using the platform on behalf of their clients. The Company offers a SMTP relay product, which is designed to send high volumes of e-mail messages. The Company offers the GraphicMail e-mail campaign management solution to customers globally. The GraphicMail platform is focused on e-mail, social and mobile marketing and is used by companies wishing to communicate with a list of subscribers or customers. The Company’s platform is used by agencies, agency clients and direct end users.