Charlotte's Web Holdings, Inc 8-K, filed Nov 4, 2024
Charlotte's Web Holdings, Inc. (CWBHF)
About this 8-K
Charlotte's Web Holdings, Inc filed this 8-K on November 4, 2024, reporting on events of October 31, 2024.
Items reported
- Item 5.02: Director or officer change, or executive pay
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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 Instructions A.2. below):
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| N/A | N/A | N/A |
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).
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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. |
Effective October 31, 2024, Charlotte’s Web Holdings, Inc. (the “Company”) entered into a Retention Agreement with Erika Lind, the Company’s Chief Financial Officer. Under the Retention Agreement, Ms. Lind is eligible for an aggregate payment of $100,000, paid in equal quarterly installments beginning on the last payroll of Q1 2025 and ending on the last payroll of Q4 2025. Payouts are contingent upon the completion of the terms as outlined in the Retention Agreement. The description of the Retention Agreement and the payments contemplated thereby are not complete and are subject to, and qualified in their entirety by reference to, the actual agreement, a copy of which is filed with this Form 8-K as Exhibit 10.1, and the terms of which are incorporated herein by reference.
| (d) | Exhibits: |
| Exhibit No. |
Description |
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| 10.1† | Retention Agreement between from Charlotte’s Web Holdings, Inc. and Erika Lind, effective October 31, 2024. | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document | ||||
† Indicates a management contract or compensatory plan or arrangement.
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 thereunto duly authorized.
| CHARLOTTE’S WEB HOLDINGS, INC. | |||
| Date: November 1, 2024 | By: | /s/ Stephen Rogers | |
| Stephen Rogers | |||
| Senior Vice President - General Counsel and Corporate Secretary | |||
Exhibit 10.1
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Retention Agreement
10/28/2024
Erika Lind
Sent via email Dear Erika:
This retention agreement establishes the terms between Charlotte's Web, Inc. and Erika Lind. The terms of this agreement will begin on the date this letter is signed by both parties.
Terms for Receipt of Retention Payment
You will continue to be employed as Chief Financial Officer, devoting your best professional efforts, time, and skill to the satisfactory performance of the duties outlined in your job description.
Retention Payment
You will be eligible for an aggregate payment of $100,000, paid in equal quarterly installments beginning on the last payroll of Q1 2025 and ending on the last payroll of Q4 2025. Payouts are contingent upon the completion of the terms set forth in this agreement.
These payments will be in accordance with the Company’s regular payroll practices, and the parties recognize that the Company will withhold from these payments applicable federal and state taxes, Federal Insurance Contributions Act (“F.I.C.A.”), and other standard payroll deductions.
| Termination |
Resignation or For Cause Termination - If you voluntarily resign or Charlotte's Web terminates your employment for cause before the end of the duration of this agreement, the obligations under this Agreement will immediately terminate.
Termination Without Cause, Death, or Disability - If your employment is terminated without cause, a prorated payment for the quarter will be paid.
Your employment remains at will and nothing in this agreement shall be interpreted to be in conflict with, eliminate or modify in any way your at-will employment status.
Governing Law
The validity, interpretation, and performance of this agreement shall, in all respects, be governed by the relevant laws of the state of Colorado.
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Entire Agreement; Modification
This Agreement contains the entire understanding between the parties hereto concerning the subject matter contained herein and supersedes any prior written or oral agreements between the parties. No provision of this agreement may be modified, altered, or amended, except by collective agreement between Charlotte's Web, Inc. and you in writing.
| Arbitration |
By signing this agreement, you agree that any claims or disputes covered by this agreement or resulting from your employment during the term of the agreement must be submitted to binding arbitration and that this arbitration will be the only remedy for the resolution of any such claim or dispute. This promise to resolve claims by arbitration is equally binding upon both you and Charlotte's Web.
Any arbitration will be administered by the American Arbitration Association under its Commercial Arbitration Rules. The parties shall share equally any administrative or tribunal costs of arbitration, and each party shall bear its own expenses.
If you accept the terms of this agreement, please sign below in the space provided.
| Printed Name: | Erika Lind |
| Signature: | /Erika Lind/ |
| Date: | 10/29/2024 |
| Sincerely, |
/Mindy Garrison/
Mindy Garrison (Oct 31, 2024 10:49 MDT)
Mindy Garrison
Chief People Officer Charlotte's Web, Inc.
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