UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 1, 2022, the Board of Directors (the “Board”) of BTCS Inc. (the “Company”) appointed Melanie Pump as a member of the Board. There is no arrangement or understanding between Ms. Pump, and any other persons pursuant to which Ms. Pump was selected as a director. Ms. Pump was also appointed as the Chairperson of the Audit and Compensation Committees. Since the beginning of fiscal 2020 through the date hereof, there have been no transactions with the Company, and there are currently no proposed transactions with the Company in which Ms. Pump had or will have a direct or indirect material interest within the meaning of Item 404(a) of Regulation S-K.
As compensation for her service as a director and Chairperson of the Committees, Ms. Pump will receive: (i) annual cash compensation of $25,000 and $5,000 for each Committee ($10,000 in total), and (ii) 7,962 restricted stock units which will vest on December 31, 2022.
Item 7.01 Regulation FD Disclosure.
On October 3, 2022, the Company issued a press release announcing the appointment of Melanie Pump to the Board.
A copy of the press release is furnished as Exhibit 99.1 to this report. The information contained in the press release attached as Exhibit 99.1 to this report shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. Furthermore, the information contained in the press release attached as Exhibit 99.1 to this report shall not be deemed to be incorporated by reference in the filings of the Company under the Securities Act of 1933.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | BTCS Inc. Press Release | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
| BTCS INC. | |||
| Date: October 3, 2022 | By: | /s/ Charles W. Allen | |
| Name: | Charles W. Allen | ||
| Title: | Chief Executive Officer | ||
Exhibit 99.1
BTCS Inc. Proudly Announces the Appointment of an Accomplished Finance Leader to the Board
Silver Spring, MD – (GLOBE NEWSWIRE – October 3, 2022) – BTCS Inc. (Nasdaq: BTCS) (“BTCS” or the “Company”), a blockchain technology-focused company, announced today the appointment of Melanie Pump as a new independent director to its Board.
Ms. Pump serves as Chief Financial Officer at Polymath Research Inc. (“Polymath”), a start-up blockchain technology company, where she leads their Finance, HR, and compliance efforts. Prior to Polymath, Melanie was the Chief Financial Officer of Brane Inc., a technology service provider for digital asset custody. In addition to other senior finance roles, she also served as the Chief Financial Officer of Incognito Software Systems, a global telecom software provider (acquired by Constellation Software Inc.). Melanie is also on the board of directors of Mobio Technologies.
“We are proud to welcome Melanie Pump to the team. Her extensive industry expertise and executive leadership will prove valuable to the Board,” said Charles Allen, Chief Executive Officer of BTCS. “As a Board, we continually evaluate and asses the credentials of our directors to ensure their qualifications and interests are aligned with those of our shareholders as we focus on enhancing value for our shareholders” continued Allen.
“I am incredibly excited to join BTCS’ Board of Directors. I look forward to a long-term collaboration with the Board as BTCS approaches a new phase in the Company’s business model with the pending launch of its Staking-as-a-Service platform. BTCS provides exposure to next-generation blockchain technologies and is well-positioned to offer new innovative solutions to the market. I am honored to contribute to these efforts.” said Melanie Pump.
About BTCS:
BTCS is an early mover in the blockchain, and digital asset ecosystem and the first “Pure Play” U.S. publicly traded company focused on blockchain infrastructure and technology. Through its blockchain infrastructure operations, the Company secures Proof-of-Stake blockchains by actively validating blockchain transactions and is rewarded with native digital tokens. The Company is developing a proprietary Staking-as-a-Service platform to allow users to stake, and delegate supported cryptocurrencies through a non-custodial platform, which it plans to integrate with its Digital Asset Dashboard, now in beta release. BTCS’ proprietary Digital Asset Platform currently supports six exchanges and over 800 digital assets, and the Company plans to further broaden its suite of performance-tracking tools, add additional centralized and decentralized exchanges, as well as wallets, and stake pool monitoring. For more information visit: www.btcs.com.
Contact information:
Investor Relations
Adele Carey, VP of Investor Relations
Public Relations:
Mercy Chikowore