NWTG 8-K/A
Newton Golf Company, Inc. (NWTG)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT
REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
(Address of principal executive offices, including ZIP code)
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since 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):
| Written communications pursuant to Rule 425 under the Securities Act of 1933 (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(e) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of each exchange on which registered | ||
EXPLANATORY NOTE:
This Amendment No. 1 to the Current Report on Form 8-K initially filed on July 26, 2024 (the “Original Report”) is being filed to amend and restate the Original Report to accurately reflect the event which caused the requirement to file a report.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On July 18, 2024 (the “Meeting Date”), the Compensation Committee of the Board of Directors of Sacks Parente Golf, Inc. (the “Company”) discussed the appointment of Gregor Campbell as the Company’s permanent Executive Chairman retroactive to July 1, 2024 (the “Appointment Date”). The appointment was not effective until the Company received from all of the directors a counterpart copy of the resolutions regarding the details of his compensation arrangement, the last of which was received on July 26, 2024. Mr. Campbell had been acting in such position on an interim basis. In connection with his appointment, Mr. Campbell will receive cash compensation of $240,000 per annum commencing on the Appointment Date. On the Meeting Date, he was also granted an option (the “Option”) to purchase 400,000 shares of the Company’s Common Stock at an exercise price of $0.5340 per share which was the closing price on the Nasdaq Stock Market on the Meeting Date. The Option terminates on the earlier of seven years from the Meeting Date or six months from Mr. Campbell’s separation date from the Company and vests monthly over 36 months commencing on the Meeting Date.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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: September 19, 2024 | SACKS PARENTE GOLF, INC. | |
| By: | /s/ Gregor Campbell | |
Gregory Campell Executive Chairman | ||