American Bitcoin Corp 8-K, filed Sep 24, 2020

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the SecuritiesExchange Act of 1934

Date of Report (Date of earliest event reported): September18, 2020

Registrant’s telephone number, including area code: (888) 932-6537

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):

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

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.   ☐

On September 18, 2020, the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Akerna Corp. (the “Company”) determined the final annual bonus for Ms. Jessica Billingsley, Chief Executive Officer of the Company, for the fiscal year ended June 30, 2020. For the 2020 fiscal year, the Committee determined that Ms. Billingsley has earned a non-discretionary cash bonus award of $54,750 and a discretionary share bonus of $90,000 worth of the Company’s shares of common stock, which resulted in the issuance of 19,694 shares of common stock to Ms. Billingsley based on the 10-day volume weighted average price of the common stock as of the date of the award. As result of the determination of Ms. Billingsley’s annual bonus for the fiscal year ended June 30, 2020, the total annual compensation of Ms. Billingsley for the fiscal year ended June 30, 2020 as previously reported in the Company’s Summary Compensation Table prepared in accordance with Item 402 of Regulation S-K under the United States Securities Exchange Act of 1934, as amended, increased from $342,145 to $480,004, which includes a grant date fair value of the 19,694 shares of common stock of $83,109 based on a closing share price of $4.22 on the date of grant.

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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.

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