TRUE DRINKS HOLDINGS, INC. (OTCMKTS:BAZI) Files An 8-K Entry into a Material Definitive Agreement

TRUE DRINKS HOLDINGS, INC. (OTCMKTS:BAZI) 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.
Item 5.02
Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
True Drinks Holdings, Inc. (the Company) today announced that
current director, James J. Greco, has been appointed to serve as
the Companys Chief Executive Officer. Mr. Greco will fill the
role formerly held by Kevin Sherman. Mr. Sherman will continue
serving as the Companys President and as a member of the Companys
Board of Directors. A copy of the press release announcing Mr.
Grecos appointment is attached to this Current Report on Form 8-K
as Exhibit 99.1.
In connection the appointment of Mr. Greco as the Companys Chief
Executive Officer, the Company and Mr. Greco entered into an
at-will employment agreement, effective April 13, 2017 (the
Effective Date) (the Greco Employment Agreement), to which Mr.
Greco will receive a salary payment for the period from the
Effective Date until September 30, 2017 of $1, and will be
entitled to annual base salary of $250,000, payable in accordance
with the Companys existing payroll practices beginning in October
2017. Under the terms and conditions of the Greco Employment
Agreement, Mr. Greco received on the Effective Date: (i) a
guaranteed bonus in the form of 1,302,084 shares of the Companys
restricted common stock (the Bonus Award), which Bonus Award will
vest in full on December 31, 2017; (ii) stock options to purchase
up to 6,300,315 shares of the Companys common stock, an amount
equal to 2% of the Companys issued and outstanding shares of
common stock (including preferred stock on an as-converted
basis), which options will vest annually over a four-year period
beginning on the Effective Date, or in full upon a Change of
Control (as defined in the Greco Employment Agreement) (the
Employee Options); and (iii) stock options to purchase up to
9,450,474 shares of the Companys common stock, vesting of which
will begin in 2018 and vest annually over three years,
conditioned on the Companys achievement of certain performance
goals (the Performance Options). Both the Employee Options and
the Performance Options have a five-year term, and are
exercisable for $0.096 per share, an amount equal to the five-day
average closing price of the Companys common stock as of the
Effective Date.
Mr. Greco, age 59, has served as a director of the Company since
February 2017 and is the President and Chief Executive Officer of
Pilgrim Holdings, LLC, a position he has held since October 2001.
Mr. Greco previously served as Chief Operating Officer of Newk’s
Franchise Company, LLC from July 2014 until October 2016, as well
as President from January 2016 until October 2016. Prior to his
time with Newks Franchise Company, Mr. Greco served as the Chief
Executive Officer and President of Sbarro LLC from January 2012
until October 2013, and as the Chief Executive Officer of
Bruegger’s Enterprises, Inc. from August 2003 to December 2011.
Mr. Greco currently serves as a director of the Palm Beach County
Food Bank, as well as an operating advisor for Lincoln Road
Global Management. Mr. Greco is a member of the Connecticut and
Florida bars. He earned a B.A. in Economics from Georgetown
University and a J.D. from the University of Miami, School of
Law. He has also completed International Studies at City
University, London, England.
Except as otherwise disclosed herein, there are no related party
transactions between the Company and Mr. Greco that would require
disclosure under Item 404(a) of Regulation S-K, or arrangements
or understandings in connection with Mr. Grecos service as the
Companys Chief Executive Officer.
Item 9.01
Financial Statements and Exhibits.
See Exhibit Index.


True Drinks Holdings, Inc. is the holding company for True Drinks, Inc., which creates and commercializes all-natural, vitamin-enhanced drinks. The Company is engaged in the development, marketing, sale and distribution of its product, AquaBall Naturally Flavored Water, a vitamin-enhanced, naturally flavored water drink packaged in the Company’s stacking spherical bottles. AquaBall Naturally Flavored Water is a flavored water beverage, which contains vitamins B3, B5, B6, B12 and C. AquaBall is sweetened with stevia, an all-natural sweetener, allowing the AquaBall to provide a zero-sugar and zero-calorie alternative. Bazi All Natural Energy is a liquid nutritional drink, with over eight different fruits, including the Chinese jujube and approximately seven other superfruits and vitamins. Its e-commerce platform allows its consumers to purchase AquaBall Naturally Flavored Water and Bazi Energy Shot through its Webpages, and


TRUE DRINKS HOLDINGS, INC. (OTCMKTS:BAZI) closed its last trading session 00.00 at 2.20 with shares trading hands.

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