Current Report Filing (8-k)
September 01 2022 - 7:01AM
Edgar (US Regulatory)
0001089907
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0001089907
2022-08-31
2022-08-31
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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): August
31, 2022
SWK HOLDINGS
CORPORATION
(Exact Name
of the Registrant as Specified in Its Charter)
Delaware
(State or
Other Jurisdiction of Incorporation)
001-39184 |
77-0435679 |
(Commission
File Number) |
(IRS
Employer Identification No.) |
|
|
14755
Preston Road, Suite 105, Dallas, TX |
75254 |
(Address
of Principal Executive Offices) |
(Zip
Code) |
(972) 687-7250
(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:
o |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o |
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o |
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 |
SWKH |
The Nasdaq
Stock Market LLC
|
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 o
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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers. |
On September 1, 2022, SWK
Holdings Corporation (the “Company”) announced that the Company and Winston
L. Black III, Chief Executive Officer of the Company and a member of its Board of Directors have mutually agreed that
Mr. Black would depart from his current positions with the Company, effective September 30, 2022 (the “Separation
Date”). The Company’s Board of Directors has appointed Jody Staggs
to be the Company’s President, effective as of September 1, 2022, and the Interim Chief Executive Officer of the Company,
effective as of the Separation Date.
The
Company and Mr. Black entered into a Separation and Release Agreement, dated August 31, 2022 (the “Separation Agreement”), pursuant to
which Mr. Black has agreed to serve as a non-employee consultant to the Company for the six-month period following the
Separation Date, providing certain advisory services to the Company, including assisting in transitioning duties and
responsibilities and providing advice on matters related to the business. In consideration of
the provision of these consulting services and subject to Mr. Black’s execution of a general release of claims and compliance
with the terms of the Separation Agreement, including restrictive covenants set out therein, Mr. Black will be entitled to receive
the following: (i) six months of continued base salary ($150,250 in total) beginning from the Separation Date; (ii) a monthly
payment for a period of six months from the Separation Date equal to the cost of COBRA continuation coverage under the
Company’s medical plans less the amount of Mr. Black’s portion of the premium as if Mr. Black were an active
employee; (iii) a lump sum payment of $1,100,000, payable 30 days after the Separation Date; (iv) payout of accrued vacation; and
(v) reimbursement of legal fees up to $10,000. The foregoing description of the Separation Agreement does not purport to be complete
and is qualified in its entirety by reference to the Separation Agreement, a copy of which will be filed with the Company’s
Quarterly Report on Form 10-Q for the quarter ending September 30, 2022.
Mr. Staggs, 41, was a co-founder of PBS Capital,
an investment management firm focused on pharmaceutical royalties and healthcare equities, which was a predecessor to the Company’s
specialty finance business. He joined the Company in August 2015 and was promoted to Managing Director in January 2020. Prior to
joining the Company, Mr. Staggs was a Vice President of Investments at Annandale Capital, an employee at Dallas-based hedge fund
Alistair Capital and a Senior Portfolio Analyst at Highland Capital. He began his career as an equity research associate at Raymond
James, and he was a Walton Scholar and on the Dean’s List at the University of Arkansas where he graduated with a B.A. in
Finance. He has earned the right to use the Chartered Financial Analyst designation. The Company expects to enter into an employment
agreement with Mr. Staggs in connection with his appointment as the Company’s President and Interim Chief Executive Officer.
The material terms of the employment agreement will be disclosed upon its finalization. There are no family relationships between
Mr. Staggs and any director or executive officer of the Company, and the Company has not entered into any transactions with Mr.
Staggs that are reportable pursuant to Item 404(a) of Regulation S-K. Except as described above, there are no arrangements or
understandings between Mr. Staggs and any other persons pursuant to which he was appointed.
Signature(s)
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.
|
SWK HOLDINGS CORPORATION |
|
|
|
Dated: September 1, 2022 |
By: |
/s/ Robert K. Hatcher |
|
|
Robert K. Hatcher |
|
|
Director |
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