Current Report Filing (8-k)
October 06 2022 - 3:06PM
Edgar (US Regulatory)
0001089907
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0001089907
2022-10-03
2022-10-03
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xbrli:shares
iso4217:USD
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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 3, 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. |
Resignation of Chief Financial Officer
On October 3, 2022, Charles Jacobson, the Chief Financial
Officer of SWK Holdings Corporation (the “Company”), notified the Company of his decision to resign, effective October 3,
2022. Mr. Jacobson resigned due to the Company's desire to dedicate a full time resource to the Chief Financial Officer role and to focus on his professional obligations
to CFGI, LLC and not because of any disagreement with the Company or its independent registered public
accountants on any matter relating to the Company’s financial or accounting operations, policies or practices.
Appointment of Chief Financial Officer
On October 3, 2022, the Company announced that its
Board of Directors (the “Board”) appointed Yvette Heinrichson as Chief Financial Officer of the Company, effective October
3, 2022. Ms. Heinrichson will also serve as the Company’s principal financial officer and principal accounting officer.
Ms. Heinrichson, 48, joined the Company as Controller
in January 2016 and was appointed Chief Accounting Officer in May 2020. Prior to joining the Company, she provided technical GAAP accounting,
SEC financial reporting, SOX implementation and process improvement for a number of start-up and multinational public companies in industries
including healthcare/bioscience, technology, real estate and manufacturing. Her experience also includes key participation in IPO and
other subsequent public offerings, M&A due diligence and post-merger integration. She began her career at Deloitte LLP as a tax professional
and financial statement auditor of large accelerated filers. She holds a B.S. in Business Administration from San Francisco State University,
as well as the Certified Fraud Examiner (CFE) certification and is a Certified Public Accountant (CPA) registered in the state of California.
In connection with Ms. Heinrichson’s appointment
as Chief Financial Officer, the Board approved the following compensation for Ms. Heinrichson: (i) an annual base salary of $300,000,
(ii) an incentive cash bonus target amount of 13% of the Company’s 2022 total bonus pool and (iii) a grant of shares of restricted
stock made on October 3, 2022 (the “Grant Date”), pursuant to the Company’s 2010 Equity Incentive Plan (the “Plan”),
with a fair market value of $150,000 as of the Grant Date, vesting 25% on each of the first four anniversaries of the Grant Date, subject
to Ms. Heinrichson’s continued employment and the terms and conditions of the Plan and the award agreements thereunder.
No family relationship exists between Ms. Heinrichson
and any of the Company’s directors or executive officers. There are no arrangements or understandings between Ms. Heinrichson and
any other person pursuant to which Ms. Heinrichson was selected as an officer of the Company, nor are there any transactions to which
the Company is or was a participant and in which Ms. Heinrichson had or will have a direct or indirect material interest subject to disclosure
under Item 404(a) of Regulation S-K.
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: October 6, 2022 |
By: |
/s/ Jody Staggs |
|
|
Jody Staggs |
|
|
President and Interim Chief Executive Officer |
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