Current Report Filing (8-k)
November 02 2017 - 5:02PM
Edgar (US Regulatory)
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 31,
2017
MetaStat, Inc.
(Exact
name of registrant as specified in its charter)
Nevada
(State
or other jurisdiction of incorporation)
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000-52735
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20-8753132
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(Commission File
Number)
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(IRS Employer
Identification No.)
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27
Drydock Avenue, 2
nd
Floor
Boston, Massachusetts 02210
(Address of principal executive offices and zip code)
(617)
531-6500
(Registrant's
telephone number including area code)
(Registrant's
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 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(b) under the Exchange
Act (17 CFR 240.14a-12(b))
[ ]
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))
Item
5.02
Departure
Of Directors Or Certain Officers; Election Of Directors;
Appointment Of Certain Officers; Compensatory Arrangements of
Certain Officers.
Employment Agreement
with Douglas A.
Hamilton, President and Chief Executive
Officer:
Effective October 31, 2017, MetaStat, Inc. (the
“Company”) entered into a new employment agreement (the
“Employment Agreement”) with Douglas A. Hamilton to
serve as the Company’s President and Chief Executive Officer
for a term of two years. Mr. Hamilton had been serving as the
Company’s President and Chief Executive Officer without an
employment agreement since the expiration of his previous
employment agreement on June 17, 2017. The Employment Agreement
provides for a base salary of $260,000 and an annual milestone
bonus equal to 150% of Mr. Hamilton’s compensation
thereunder, based on his attainment of certain financial, clinical
development, and/or business milestones to be established annually
by the Company’s board of directors or compensation
committee. The Employment Agreement is terminable by
either party at any time. In the event of termination by the
Company without cause or by Mr. Hamilton for good reason not in
connection with a change of control, as those terms are defined in
the Employment Agreement, he is entitled to six months’
severance. In the event of termination by the Company without cause
or by Mr. Hamilton for good reason in connection with a change of
control, as those terms are defined in the Employment Agreement, he
is entitled to twelve months’ severance. The Employment
Agreement contains standard confidential and proprietary
information, and one-year non-competition and non-solicitation
provisions.
The Employment Agreement of Mr. Hamilton is attached to this
Current Report on Form 8-K as Exhibit 10.1 and is incorporated
herein by reference.
Item
9.01.
Financial
Statements and Exhibits.
(d) Exhibits:
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No.
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Description
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Employment
Agreement dated October 31, 2017 by and between the Company and
Douglas A. Hamilton
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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 thereunto duly authorized.
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METASTAT,
INC.
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By:
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/s/
Douglas
A. Hamilton
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Name:
Douglas
A. Hamilton
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Title:
Chief
Executive Officer
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Dated:
November 2, 2017
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