Current Report Filing (8-k)
January 18 2023 - 9:18AM
Edgar (US Regulatory)
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0001805024
2023-01-11
2023-01-11
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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): January 11, 2023
AMERGENT
HOSPITALITY GROUP INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
000-56160 |
|
84-4842958 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification) |
Post
Office Box 470695
Charlotte,
NC
28247
(Address
of principal executive office) (zip code)
(Former
address of principal executive offices) (zip code)
(704)
366-5122
(Registrant’s
Telephone Number, Including Area Code)
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:
☐ |
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: NONE
Title
of Each Class |
|
Trading
Symbol(s) |
|
Name
of Each Exchanged on Which Registered |
|
|
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|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 1.01. Entry Into a Material Definitive Agreement.
The disclosures set forth in Item 5.02 regarding the terms of Mr. Whittles
promotion are incorporated herein by this reference.
Item
5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
(c)
On January 11, 2023, Mark Whittle, age 57, was promoted to Interim President of Amergent from his position of EVP of Franchise Development,
in which he has served since November 2021. Prior to joining Amergent, from June 2013 to November 2021, Mr. Whittle served as
Chief Development Officer for Hooters of America/ HOA Brands where he managed franchises, franchise sales, real estate, site design and
construction and acquisitions.
Mr.
Whittle will be paid a salary of $230,000. He will continue to manage franchise development and will receive a commission equal to 10%
of any franchise fee revenue (not including royalty revenue) collected by the company for future franchise units and franchise development
agreements sold during the term of his employment in the Little Big Burger, American Burger, and BGR Systems. For 2023, his discretionary
cash bonus target is $46,000 and, to the extent earned and approved by the board of directors, will be paid within ninety (90) days of
the end of 2023. In 90 days, upon the company’s completion of certain goals, Mr. Whittle’s title is expected to be adjusted
and he will become eligible for an additional cash bonus incentive to earn not less than an additional $46,000, based on specifical performance
goals related to his new role. Mr. Whittle will receive four weeks of paid vacation per year and will be entitled to participate in company
benefit programs available to its executive officers.
Mr. Whittle’s offer of employment is at
will; however, in the event he is terminated by the company without cause or resigns without good reason, a three month paid garden leave
period will be triggered. After the garden leave period, Mr. Whittle will be entitled to three months’ severance. In the event
the garden leave period is waived by the parties, the severance period will be extended to six months.
As
an inducement, the company granted Mr. Whittle 70,000 restricted shares of AMHG common stock that vest immediately under the company’s
2021 Equity Incentive Plan. In addition, he will receive an option to purchase 140,000 shares of AMHG common stock, which options will
vest 1/3 per year over a three year period. The exercise price for the first 1/3 will be $0.60 for the first third, the second 1/3, $1.00,
and the last third, $1.50.
Mr.
Whittle will also receive a cash bonus of $36,000 for his work during 2022 in his former role.
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:
January 18, 2023
|
Amergent
Hospitality Group Inc. |
|
|
|
|
By: |
/s/
Michael D. Pruitt |
|
|
Michael
D. Pruitt |
|
|
Chief
Executive Officer |
Amergent Hospitality (CE) (USOTC:AMHG)
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