Current Report Filing (8-k)
October 21 2022 - 4:03PM
Edgar (US Regulatory)
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2022-10-20
2022-10-20
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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
Date
of Report (Date of earliest event reported): October 20, 2022
Twin
Vee Powercats Co.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-40623 |
|
27-1417610 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
3101
S. US-1
Ft. Pierce, Florida 34982
(Address
of principal executive offices)
(772) 429-2525
(Registrant’s
telephone 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 (see General Instruction A.2. below):
☐ |
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, par value $0.001 per share |
|
VEEE |
|
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 October 20, 2022, the Compensation Committee of
the Board of Directors (the “Board”) of Twin Vee PowerCats Co. (the “Company”), in an effort to better align the
Company’s Chief Executive Officer’s bonus compensation with that of other chief executive officers of similarly situated public
companies, approved an amendment, to the Company’s employment agreement with Mr. Visconti to increase his bonus percentage from
100% to 120% of his then-Base Salary. A copy of the amendment to Mr. Visconti’s employment agreement is attached hereto as Exhibits
10.1 and is incorporated herein by reference.
Also on October 20, 2022, the Compensation Committee,
awarded (i) Mr. Visconti an option to purchase 250,000 shares of common stock, vesting monthly over three years and (ii) the following
equity compensation to the non-executive members of the Board and its Committees: Neil Ross and James Melvin were each awarded an option
to purchase 5,500 shares of common stock, and Bard Rockenbach was awarded an option to purchase 4,583 shares of common stock effective
as of November 4, 2022.
The shares of common stock underlying the option awards
vest as pro rata monthly over 9 months for Messrs. Ross and Melvin and over 12 months for Mr. Rockenbach, subject to the director’s
continuous service to the Company on each applicable vesting date. Each option is exercisable for a period of ten years from the date
of grant and has an exercise price of $2.01 per share, the closing price of the Company’s common stock on the Nasdaq Capital Market
on the date of the grant.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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.
Date: October 21, 2022 |
TWIN VEE POWERCATS CO.
(Registrant) |
|
|
|
By: |
/s/ Joseph Visconti |
|
Name: |
Joseph Visconti |
|
Title: |
Chief Executive Officer and President |
2
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