Attached files
file | filename |
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EX-10.1 - ADDENDUM NO. 2 TO EMPLOYMENT AGREEMENT - Triton Emission Solutions Inc. | shpr_ex101.htm |
EX-99.1 - NEWS RELEASE - Triton Emission Solutions Inc. | shpr_ex991.htm |
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
February 28, 2014
Date of Report (Date of earliest event reported)
POLY SHIELD TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)
DELAWARE | 000-33309 | 33-0953557 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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428 Plaza Real, Suite 419 Boca Raton, FL |
| 33432 |
(Address of principal executive offices) |
| (Zip Code) |
1 (800) 648-4287
Registrant's telephone number, including area code
NOT APPLICABLE
(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 the 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 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))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On February 28, 2014, Poly Shield Technologies Inc. (the Company) executed an Addendum No. 2 (the Addendum) to its December 1, 2012 Employment Agreement with Rasmus Norling, the Companys Chief Technical Officer, as previously amended by that prior Addendum to December 1, 2012 Employment Agreement dated effective as of December 30, 2013 (as amended, the Employment Agreement). As set forth in the Addendum, the Company and Mr. Norling agreed to extend the term of certain contractual obligations set out under the Employment Agreement from February 28, 2014 to March 31, 2014.
The Company and Mr. Norling are currently working to permanently restructure the terms under which Mr. Norling holds the 154,000,000 restricted and escrowed shares of the Companys common stock previously issued to Mr. Norling under the Employment Agreement (the Custodial Stock). Current discussions between the Company and Mr. Norling revolve around Mr. Norling forfeiting his rights to the majority of the Custodial Stock and permanently retaining a portion of that Custodial Stock in exchange for the transfer of certain technology rights from Mr. Norling to the Company. Readers are cautioned that no definitive or binding agreements have been executed by the Company and Mr. Norling with respect to the proposed restructuring, and the terms and conditions of such restructuring are subject to change.
The extension provided for in the Addendum extends the time period under which the Custodial Stock must be released to, or forfeited by, Mr. Norling. The parties have agreed to this extension in order to give them sufficient time to finalize terms of the restructuring and the terms and conditions of the definitive agreements to be executed with respect thereto.
The foregoing description of the Addendum does not purport to be complete and is qualified in its entirety by reference to the complete text of the Addendum attached as Exhibit 10.1 hereto. A more detailed description and copy of the Employment Agreement and the terms of release for Mr. Norlings restricted stock may be found in the Companys current report on Form 8-K filed with the Securities and Exchange Commission (the SEC) on December 11, 2012 and the Companys current report on Form 8-K filed with the SEC on January 3, 2014.
A copy of the Companys news release regarding the Addendum is attached as Exhibit 99.1 hereto.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit | Description |
10.1 | Addendum No. 2 to December 1, 2012 Employment Agreement, dated effective as of February 28, 2014. |
99.1 | News Release dated March 3, 2014. |
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SIGNATURE
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.
| POLY SHIELD TECHNOLOGIES INC. |
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Date: March 3, 2014 | By: /s/ Brad Eckenweiler |
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| Name: Brad Eckenweiler |
| Title: Chief Executive Officer |
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