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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

March 25, 2025

Date of Report (Date of earliest event reported)

 

PETVIVO HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   001-40715   99-0363559

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

5151 Edina Industrial Blvd.

Suite 575

Edina, Minnesota

  55439
(Address of principal executive offices)   (Zip Code)

 

(952) 405-6216

Registrant’s telephone number, including area code

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (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(c) 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*
Common Stock   PETV   OTCQB
Warrants   PETVW   OTCPINK

 

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.

 

 

 

 

 

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On March 25, 2025, the Board of Directors of PetVivo Holdings, Inc. (the “Company”) approved the amendment of the Employment Agreement dated as of November 1, 2021 (the “Agreement”) between the Company and the Chief Executive Officer of the Company, John Lai (the “CEO”), to extend the term of employment of the CEO from October 1, 2024 to March 31, 2027, unless otherwise terminated in accordance with the terms of the Agreement. The Agreement Amendment having an Effective Date of May 1, 2025, provides that, in addition to other compensation provided for in the Agreement, the Company shall pay the CEO a base salary at an annual rate of not less than $150,000 from May 1, 2024 through the remaining term of employment.

 

Item 9.01 Financial Statements and Exhibits.

 

(d)   Exhibits.

 

The following exhibit are being furnished herein:

 

10.1   First Amendment to Employment Agreement, dated March 25, 2025, by and between the Company and John Lai.
104   Cover Page Interactive Data File (formatted as Inline XBRL)

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized

 

  PETVIVO HOLDINGS, INC.
     
Date: March 25, 2024 By: /s/ John Lai
  Name: John Lai
  Title: Chief Executive Officer

 

 

 

 

Exhibit 10.1

 

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
BETWEEN PETVIVO HOLDING, INC. AND JOHN LAI

 

THIS AMENDMENT (this “Amendment”) by and among PetVivo Holdings, Inc. (“PETVIVO” or the “Company”), and John Lai (“Employee”) is made and entered into as of the 25th day of March, 2025 and having an Effective Date of May 1, 2024.

 

RECITALS

 

WHEREAS, the Company and Employee entered into an Employment Agreement dated as of November 1, 2021 (“Employment Agreement”); and

 

WHEREAS, PETVIVO and Employee would like to amend the provisions of the Employment Agreement in view of the desire of the Parties to extend the Agreement and adjust the compensation to the Employee to reduce the amount of Base Salary and provide other mutually-agreed compensation for the reduction.

 

WHEREAS, PETVIVO would like to extend the term of the Employment Agreement to end on March 31, 2027.

 

WHEREAS, PETVIVO and Employee would like the terms of this Amendment to be implemented on the Effective Date, May 1, 2024.

 

NOW, THEREFORE, in consideration of the above recitals and the covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

 

AGREEMENT

 

1. Defined Terms. Capitalized terms that are used in this Amendment have the meanings set forth in the Employment Agreement, unless otherwise defined in this Amendment. Note that underlined text denotes additions and strikethrough text denotes deletions to the Employment Agreement.

 

2. In Section 2.5 of the Employment Agreement entitled “Term”, this Section shall be deleted in its entirety and replaced with the following:

 

2.5 Term. Subject to the provisions of Article IV, the term of employment of Executive under this Agreement shall commence on the date set forth above and continue until March 31, 2027 (the “Term”).

 

3. In Section 3.1 of the Employment Agreement entitled “Base Salary”, this Section shall be deleted in its entirety and replaced with the following:

 

3.1 Base Salary. The Company shall pay Executive the Base Salary to Executive in gross bi-monthly payments of Six Thousand Two Hundred Fifty Dollars ($6,250.00) payable on the 15th day and last day of each month for the remaining term of this Agreement or until termination. Executive shall be paid a Base Salary at an annual rate that is not less than One Hundred FiftyThousand Dollars ($150,000.00) or such higher annual rate as may from time to time be approved by the Board of Directors or Compensation Committee.

 

4. The Company and Executive mutually agree to negotiate in good faith a fair and reasonable plan to provide compensation to the Executive that shall replace the Base Salary that is relinquished as a result of the reduction.

 

IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Employment Agreement between the parties entered into on March 25, 2025 to be executed in the manner appropriate to each.

 

[Signature Page to Follow]

 

 

 

 

  PETVIVO, INC.
     
  By:
    Garry Lowenthal
    Chief Financial Officer
     
  EMPLOYEE
     
  By:
    John Lai