Current Report Filing (8-k)
August 14 2020 - 4:14PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): August
10, 2020
SCWORX CORP.
(Exact name of registrant as specified in its
charter)
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Delaware
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001-37899
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47-5412331
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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590 Madison Avenue, 21st Floor
New York, New York 10022
(Address of Principal Executive Offices)
(212) 739-7825
(Registrant’s telephone number)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:
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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))
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Securities registered pursuant to Section 12(b) of the Act: None.
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common stock, par value $0.001 per share
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WORX
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The Nasdaq Capital Market
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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 x
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 Principal Officers; Election
of Directors; Appointment of Principal Officers
On August 10, 2020, Timothy A. Hannibal, our Interim CFO,
was appointed President, Chief Operating Officer and a Director of SCWorx, Corp., a Delaware corporation (the “Company”).
On June 11, 2020, our Board of Directors appointed
Mr. Hannibal, who then served as our Chief Revenue officer, to act as our Interim Chief Financial Officer. In his new role
as President and Chief Operating Officer, Mr. Hannibal will report to our Board of Directors and oversee the day to day operations
of the Company, including our financial operations.
In connection with his appointment as President
and COO, the Board of Directors awarded Mr. Hannibal 200,000 restricted stock units (“RSUs”) under the Company’s
2016 Amended and Restated Equity Incentive Plan. 100,000 of these RSUs vest ninety days after the grant date, and the remaining
100,000 vest in six equal quarterly installments, commencing February 7, 2020 and every 90 days thereafter, until fully vested.
Any changes to Mr. Hannibal’s annual cash compensation are yet to be determined.
Mr. Hannibal is a seasoned technology executive
and entrepreneur, with nearly 30 years’ experience in SaaS and cloud technology, driving revenue, go-to-market strategies,
business development and mergers and acquisitions. Mr. Hannibal joined the Company in January 2019 and has since served as its
Chief Revenue Officer and Interim CFO. Prior to joining the Company, Mr. Hannibal was an executive at Primrose Solutions (the predecessor
to SCWorx) which he joined in September of 2016. At Primrose, Mr. Hannibal was responsible for overseeing marketing, sales and
operations, including executing the Company’s business plan. Mr. Hannibal has a successful track record of growth and management
at both startup and national companies.
Prior to joining Primrose, Mr. Hannibal
was the President and CEO of VaultLogix for thirteen years, a company he founded. VaultLogix was a private equity sponsored leading
SaaS company in the cloud backup industry before being acquired by J2 Global, a publicly traded technology company ($3.2b market
cap) focused on cloud services and digital media.
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: August 14, 2020
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SCWorx Corp.
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By:
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/s/ Marc S. Schessel
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Name:
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Marc Schessel
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Title:
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Chief Executive Officer
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