8-K
SWK Holdings Corp (SWKH)
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
Date of Report(Date of Earliest Event Reported): June 30,2022
SWK HOLDINGS
CORPORATION
(Exact Nameof the Registrant as Specified in Its Charter)
Delaware
(State orOther Jurisdiction of Incorporation)
| 001-39184 | 77-0435679 |
|---|---|
| (Commission File Number) | (IRS Employer Identification No.) |
| 14755 Preston Road, Suite 105, Dallas, TX | 75254 |
| (Address of Principal Executive Offices) | (Zip Code) |
(972) 687-7250
(Registrant’sTelephone Number, Including Area Code)
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:
| o | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| o | Soliciting material<br> pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant<br> 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<br> Stock, par value <br><br>$0.001 per share | SWKH | The Nasdaq<br> Stock Market LLC |
| Preferred<br> Stock <br><br> Purchase Rights | SWKH | The Nasdaq<br> Stock Market LLC |
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 o
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. o
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.<br><br> <br>**** |
|---|
On June 30, 2022, the Compensation Committee of the Board of Directors of SWK Holdings Corporation (the “Company”) approved a letter agreement by and between the Company and its Chief Executive Officer, Winston L. Black, that extends the term of Mr. Black’s employment agreement, dated January 28, 2019, through August 31, 2022.
The foregoing description does not purport to be complete and are qualified in their entirety by reference to the letter agreement, which is filed as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
|---|---|
| Exhibit No. | Description |
| --- | --- |
| 10.1 | Letter Agreement, dated June 30, 2022, by and between the Company and Winston L. Black III |
Signature(s)
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.
| SWK HOLDINGS CORPORATION | ||
|---|---|---|
| Dated: July 7, 2022 | By: | /s/ Winston L. Black III |
| Winston L. Black III | ||
| Chief Executive Officer |
Exhibit 10.1
14755 Preston Road, Suite 105
Dallas, Texas 75254
June 30, 2022
BY EMAILWinston L. Black III
Dear Winston,
SWK Holdings Corporation (the “Company”) and you have agreed to extend the Term as defined in your employment agreement with the Company, dated January 28, 2019 (“Employment Agreement”), on the same terms and conditions through August 31, 2022, and your base salary shall remain at its current rate. You and the Company agree that this extension of the Term is not a termination and does not entitle you, nor are you otherwise entitled at this time, to any payments or benefits under Section 4 of the Employment Agreement. We look forward to engaging with you over the coming months regarding entering into a new employment agreement and updating incentive arrangements.
Except as specifically set forth in this letter, all contracts that you have with the Company, including your restrictive covenant agreement, dated January 28, 2019, and your awards under the Company’s equity compensation plans remain unmodified. Nothing in this letter changes the “at will” status of your employment with the Company.
If you agree with the terms of this letter, effective June 30, 2022, we ask that you please sign and date this letter and return an executed copy to me. We look forward to you continuing to be a part of our team.
[Signature page to follow]
Sincerely,
SWK HOLDINGS CORPORATION
By: /s/ WENDY DICICCO
Name: Wendy DiCicco
Title: Chair of the Compensation Committee
Agreed to and accepted:
Winston L. Black III
Signature: /s/ WINSTON BLACK III
Date: June 30, 2022