UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) November 25, 2019
Net Element, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware | | 001-34887 | | 90-1025599 |
(State or Other Jurisdiction
of Incorporation) | | (Commission File
Number) | | (IRS Employer
Identification No.) |
| | 3363 NE 163rd Street, Suite 705, North Miami Beach, FL | 33160 | |
| | (Address of Principal Executive Offices) | (Zip Code) | |
| | (305) 507-8808 | |
| | (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: ☐ 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, $0.0001 par value per share | NETE | The Nasdaq Stock Market, LLC (Nasdaq Capital Market) |
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 November 25, 2019, the board of directors of Net Element, Inc. (the “Company”), following the recommendation of the Compensation Committee (the “Committee”) of the board of directors of the Company, resolved (with Oleg Firer not being present and not voting) to clarify that the previously approved up to $300,000 annual bonus of Oleg Firer, the Company's Chief Executive Officer, shall be discretionary, subject to achieving bonus benchmarks approved by the Committee.
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.
Dated: December 2, 2019
| NET ELEMENT, INC. | |
| | | |
| | | |
| By: | /s/ Jeffrey Ginsberg | |
| Name: Jeffrey Ginsberg | |
| | Title: Chief Financial Officer | |
3
