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): October 14, 2020
| | HELIX TECHNOLOGIES, INC. | |
| | (Exact name of registrant as specified in its charter) | |
| Delaware | | 000-55722 | | 81-4046024 |
(State or other jurisdiction of
incorporation) | | (Commission File Number) | | (IRS Employer
ID Number) |
5300 DTC Parkway, Suite 300 Greenwood Village, CO 80111 |
| (Address of principal executive offices) |
Registrant’s telephone number, including area code (720) 328-5372
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 |
| N/A | | N/A | | N/A |
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 | Compensatory Arrangements of Certain Officers. |
On October 14, 2020, pursuant to the Helix Technologies, Inc. 2017 Omnibus Incentive Plan (the “2017 Plan”), the Board of Directors of Helix Technologies, Inc. (the “Company”) approved the grant to Zachary L. Venegas, the Company’s Chief Executive Officer, of incentive stock options to purchase 300,000 shares of the Company’s common stock (the “Options”) and payment of a cash bonus of $75,000. The exercise price of the Options is 110% of the closing market price on the date of the grant, or $0.1045, and the Options vest 50% on the grant date and 50% on the first anniversary of the grant date. In the event of a change of control of the Company, 100% of the Options shall vest provided that Mr. Venegas is employed by the Company on the date immediately preceding the date of the change of control. Vested options must be exercised within five years of grant.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | HELIX TECHNOLOGIES, INC. |
| | |
| Date: October 16, 2020 | /s/ Scott Ogur |
| | Scott Ogur |
| | Chief Financial Officer |
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