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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 10/05/22 NextPlat Corp. 8-K/A:5,9 9/13/22 12:302K M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size
1: 8-K/A Amendment to Current Report HTML 43K
2: EX-10.1 Material Contract HTML 37K
3: EX-10.2 Material Contract HTML 43K
7: R1 Cover HTML 49K
10: XML IDEA XML File -- Filing Summary XML 12K
8: XML XBRL Instance -- form8-ka_htm XML 16K
9: EXCEL IDEA Workbook of Financial Reports XLSX 8K
5: EX-101.LAB Inline XBRL Taxonomy Extension Label Linkbase XML 97K
Document -- nxpl-20220913_lab
6: EX-101.PRE Inline XBRL Taxonomy Extension Presentation XML 64K
Linkbase Document -- nxpl-20220913_pre
4: EX-101.SCH Inline XBRL Taxonomy Extension Schema Document -- XSD 13K
nxpl-20220913
11: JSON XBRL Instance as JSON Data -- MetaLinks 25± 33K
12: ZIP XBRL Zipped Folder -- 0001493152-22-027696-xbrl Zip 33K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): i SEPTEMBER 13, 2022
(Exact Name of Registrant as Specified in its Charter)
| i nevada | i 001-40447 | i 65-0783722 | ||
| (State or Other Jurisdiction of Incorporation or Organization) | (Commission File No.) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices and zip code)
(Registrant’s telephone number, including area code)
(Former name or former address, if changed from last report)
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):
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).
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol (s) | Name of each exchange on which registered | ||
| i Common Stock, par value $0.0001 | i NXPL | The i Nasdaq Stock Market Inc. |
C:
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On September 19, 2022, NextPlat Corp (the “Company”) filed with the Securities and Exchange Commission a Current Report on Form 8-K (the “Original Form 8-K”) disclosing, among other things, that the Board of Directors of the Company (the “Board”) had appointed Ms. Cristina Fernandez to fill a newly-created position on the Board. This Form 8-K/A amends the Original Form 8-K to (i) clarify that Ms. Fernandez’s full legal name is Maria Cristina Fernandez, and (ii) to include information about Ms. Fernandez’s compensation as a director.
In connection with Ms. Fernandez’s appointment to the Board, the Company entered into a Director Services Agreement (the “Director Agreement”) with Ms. Fernandez on September 28, 2022. The Director Agreement has a two-year term (subject to the director’s nomination and election) and provides for a cash retainer of $30,000 per year plus meeting fees of $3,000 for every Board meeting attended and $500 for each committee meeting attended (to the extent such committee meetings do not occur on the same day as a board meeting). The Director Agreement also contains customary confidentiality and indemnification provisions and require the Company to maintain a specified amount of director and officer insurance.
The Company also entered into a Stock Option Agreement (the “Stock Option Agreement”) with Ms. Fernandez on October 1, 2022, granting Ms. Fernandez options to purchase 20,000 shares of the Company’s common stock, subject to the vesting and other conditions set forth in the Stock Option Agreement. Under the vesting provisions in the Stock Option Agreement, the first half of the options are fully vested on day one, with the remaining half vesting on the first anniversary of the grant date. The options granted under the Stock Option Agreement were made outside of the Company’s existing equity incentive plans, and were approved by the Company’s independent directors.
The foregoing summaries of the Director Agreement and Stock Option Agreement do not purport to be complete and are subject to, and qualified in their entirety, by reference to the Director Agreement and Stock Option Agreement attached hereto as Exhibits 10.1 and 10.2, respectively, which are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
EXHIBIT INDEX
Exhibit No. |
Description | |
| 10.1 | Director Services Agreement, dated as of September 28, 2022, by and between the Company and M. Cristina Fernandez | |
| 10.2 | Stock Option Agreement, dated as of October 1, 2022, by and between the Company and M. Cristina Fernandez | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
C:
| C: 2 |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NEXTPLAT CORP. | ||
| By: | /s/ Charles M. Fernandez | |
| Name: | Charles M. Fernandez | |
| Title: | Chairman and Chief Executive Officer | |
| Dated: October 5, 2022 | ||
C:
| 3 |
| This ‘8-K/A’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 10/5/22 | |||
| 10/1/22 | ||||
| 9/28/22 | ||||
| 9/19/22 | 8-K | |||
| For Period end: | 9/13/22 | 8-K | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/11/24 NextPlat Corp. 10-K 12/31/23 123:13M RDG Filings/FA 3/31/23 NextPlat Corp. 10-K 12/31/22 94:9.4M M2 Compliance LLC/FA 2/03/23 NextPlat Corp. S-3/A 2:307K M2 Compliance LLC/FA 1/26/23 NextPlat Corp. S-3 4:386K M2 Compliance LLC/FA 11/21/22 NextPlat Corp. S-3 3:387K M2 Compliance LLC/FA 11/14/22 NextPlat Corp. 10-Q 9/30/22 73:7.4M M2 Compliance LLC/FA |