SWK HOLDINGS CORPORATION (OTCMKTS:SWKH) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry Into a Material Definitive Agreement.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 28, 2019, SWK Holdings Corporation (the “Company”) entered into a new employment agreement with its Chief Executive Officer, Winston L. Black, III. The employment agreement provides for a term expiring on December 31, 2021, unless earlier terminated to the terms of the employment agreement. The employment agreement provides for an annual base salary of $275,000, which amount is to be increased by three percent per year in each of 2020 and 2021, plus potential for an annual bonus based on the Company’s annual pre-tax profit and return on equity.
Mr. Black’s employment agreement provides for 6 months’ severance in the event that Mr. Black is terminated by the Company without cause or he resigns for good reason. In addition, the Company can elect to pay Mr. Black his base salary (following the six months’ severance period) to enforce a non-compete and non-solicitation agreement for a period ending (i) two years from the date of his separation from the Company, if prior to December 31, 2020, or (ii) one year from the date of his separation from the Company if after such date.
In connection with entering into the employment agreement, the Company extended the vesting period of outstanding options held by Mr. Black to December 31, 2021. Mr. Black also was granted options exercisable into 75,000 shares of the Company’s common stock, at an exercise price of $12.50 per share. Finally, Mr. Black was granted an aggregate of 37,500 shares of Company common stock, which shares shall vest, subject to Mr. Black’s continued employment, in three equal annual installments.
The foregoing descriptions do not purport to describe all of the terms and provisions of the employment agreement, and are qualified in their entirety by reference to the employment agreement, which is filed as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
| 10.1 | Employment Agreement, dated as of January 28, 2019, by and between the Company and Winston L. Black, III * |
*Management contract and compensatory plan and arrangement required to be filed as an exhibit to Item 15(b) of this report.
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| SWK HOLDINGS CORPORATION | |
| By: | /s/ WINSTON BLACK |
| Winston Black | |
| Chief Executive Officer |
Date: January 30, 2019
EXHIBIT INDEX
*Management contract and compensatory plan and arrangement required to be filed as an exhibit
SWK Holdings Corp Exhibit
EX-10.1 2 e19060_ex10-1.htm EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into as of the 28th day of January,…
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About SWK HOLDINGS CORPORATION (OTCMKTS:SWKH)
SWK Holdings Corporation is a healthcare capital provider. The Company offers financing solutions to a range of life science companies, institutions and inventors. The Company’s focus is on monetizing cash flow streams derived from commercial-stage products and related intellectual property through royalty purchases and financings, as well as through the creation of synthetic revenue interests in commercialized products. The Company, through its subsidiary SWK Advisors LLC, provides non-discretionary investment advisory services to institutional clients in separately managed accounts to similarly invest in life science finance. It focuses to fund transactions through its own working capital, as well as by building its asset management business by raising additional third party capital to be invested alongside its capital. The Company evaluates and invests in a range of healthcare related companies and products.