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): July 1, 2017
CANNASYS, INC. |
(Exact name of registrant as specified in its charter) |
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Nevada | | 000-54476 | | 88-0367706 |
(State or other jurisdiction of | | (Commission File Number) | | (IRS Employer |
incorporation or organization) | | | | Identification No.) |
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1350 17th Street, Suite 150 | | |
Denver, Colorado | | 80202 |
(Address of principal executive offices) | | (Zip code) |
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Registrant’s telephone number, including area code: | | Phone: (720) 420-1290 |
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n/a |
(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:
[ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 5.02—DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
On July 1, 2017, CannaSys, Inc. and Patrick G. Burke entered to an executive employment agreement to engage Mr. Burke’s services as chief executive officer, chief financial officer, and corporate secretary for a term of one year, with automatic renewal for successive one-year terms at each anniversary date, unless terminated. Mr. Burke’s compensation will consist of an annual base salary of $84,000. The Company and Mr. Burke also entered into a Grant of Restricted Stock for 2,250,000 shares of common stock, to vest in equal quarterly increments over a one-year period.
At the same time, Michael Tew resigned as chief executive officer, chief financial officer, and corporate secretary, his employment agreement was terminated, and he entered into a consulting agreement and a separation and mutual release agreement with the Company. In connection therewith, the Company issued to Mr. Tew a promissory note in the amount of $44,380 for his past-due compensation and severance payment.
ITEM 9.01—FINANCIAL STATEMENTS AND EXHIBITS
The following are filed as exhibits to this report:
Exhibit Number* | | Title of Document | | Location |
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Item 10 | | Material Contracts | | |
10.74 | | Executive Employment Agreement, together Grant of Restricted Stock and Confidentiality and Proprietary Rights Agreement, between CannaSys, Inc. and Patrick G. Burke, effective July 1, 2017 | | Attached |
10.75 | | Promissory Note to Michael A. Tew dated June 30, 2017 | | Attached |
10.76 | | Separation and Mutual Release Agreement between CannaSys, Inc. and Michael A. Tew effective June 30, 2017 | | Attached |
10.77 | | Consulting Agreement between CannaSys, Inc. and Michael A. Tew effective July 1, 2017 | | Attached |
Item 99 | | Miscellaneous | | |
99.01 | | Press Release dated July 11, 2017 | | Attached |
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* All exhibits are numbered with the number preceding the decimal indicating the applicable SEC reference number in Item 601 and the number following the decimal indicating the sequence of the particular document. Omitted numbers in the sequence refer to documents previously filed as an exhibit.
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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.
| CANNASYS, INC. |
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Dated: July 11, 2017 | By: | /s/ Patrick G. Burke |
| | Patrick G. Burke, Chief Executive Officer |
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