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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): July 19, 2024

 

INSPIRE VETERINARY PARTNERS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   001-41792   85-4359258
(State or other jurisdiction   (Commission File Number)   (I.R.S. Employer
of incorporation)       Identification No.)

 

780 Lynnhaven Parkway, Suite 400
Virginia Beach, VA		   23452
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (757) 734-5464

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common stock, par value $0.0001   IVP   Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

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

 

On July 24, 2024, our Board of Directors and our Chief Executive Officer, Kimball Carr, agreed to a six-month extension of Mr. Carr’s Employment Agreement (the “Agreement”) dated July 8, 2021. The Agreement featured a term of the three years, which was completed on July 8, 2024. Pursuant to the extension, which by agreement shall be deemed legally effective as of July 8, 2024, Mr. Carr’s continuing service as Chief Executive Officer will be governed by the terms of the Agreement through February 1, 2025.

 

Item 8.01 Other Events.

 

On July 19, 2024, our Board of Directors appointed a new Steering Committee of the Board. The Steering Committee will assist our President and Chief Executive officer in making decisions related to investor relations, Nasdaq compliance and veterinary hospital operations in support of company health and growth. The Steering Committee will act in lieu of the office of Chairman of the Board and our CEO, Kimball Carr, will no longer serve as Chairman of the Board going forward.

 

The Steering Committee of the Board will consist of Directors Anne Murphy, Dr. Erinn Thomas-Mackey, and Stith Keiser, with Mr. Keiser serving as Chair of the committee.

 

Item. 9.01.  Financial Statements and Exhibits.

 

Exhibit No.  Description
10.1  Form of Extension of Employment Agreement with Kimball Carr
104  Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

 

SIGNATURES

 

Pursuant 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 hereunto duly authorized.

 

Date: July 24, 2024 INSPIRE VETERINARY PARTNERS, INC.
   
  By: /s/ Kimball Carr
  Name:  Kimball Carr
  Title: President and Chief Executive Officer

 

 

2

 

Exhibit 10.1

 

AMENDMENT TO EMPLOYMENT AGREEMENT

 

This Amendment to Employment Agreement (“Amendment”), is made as of July 7, 2024, between Inspire Veterinary Partners, Inc. (“Inspire” or “Company”) and Kimball Carr (“Employee”).

 

RECITALS:

 

A.Employee and Inspire are parties to an Employment Agreement executed by each on July 8, 2021 (the “Employment Agreement”);

 

B.The Employment Agreement was for a term of three years, which term expires on July 7, 2024; and

 

C.Inspire and Employee desire to extend the term of the Employment Agreement through February 1, 2025.

 

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, it is agreed as follows:

 

1.Incorporation of Recitals: The parties represent and warrant that the recitals to this Amendment are accurate and correct and incorporate them in this Amendment. Capitalized terms used but not defined in this Amendment shall have the same definitions given to them in the Employment Agreement, unless the context clearly indicates a contrary intent.

 

2.Term. Section 1 of the Employment Agreement is amended to read as follows:

 

Term. The term of this Agreement shall terminate on February 1, 2025. The term of this Agreement shall renew for successive periods or one-year terms upon the affirmative vote of the Board.

 

3.Ratification. Except as modified in this Agreement, the Employment Agreement shall remain otherwise unmodified and in full force and effect and the parties ratify and confirm the terms of the Employment Agreement as modified by this Amendment. All future references to the Employment Agreement shall mean the Employment Agreement is modified by this Amendment.

 

4.Benefit and Binding Effect. This Amendment shall be binding upon an inure to the benefit of the parties to this Amendment, the legal representatives, successors and permitted assigns.

 

5.Amendment. This Amendment may not be changed, modified or discharged in whole or in part except by an Agreement in writing signed by both parties to this Amendment.

 

6.Counterparts. This Amendment may be executed by the parties signing different counterparts of this Amendment, which counterparts together shall constitute the Agreement of the parties.

 

 

 

 

WITNESS THE FOLLOWING SIGNATURES:

 

COMPANY:  
   
Inspire Veterinary Partners, Inc.  
   
By:             
   
EMPLOYEE:  
   
                
Kimball Carr  

 

 

 

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