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EX-10.1 - EX-10.1 - CLS Holdings USA, Inc.ex10-1.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
 
Date of Report (Date of earliest event reported): December 18, 2015

CLS HOLDINGS USA, INC.
(Exact name of registrant as specified in its charter)
 
Nevada
333-174705
45-1352286
(State or other jurisdiction of incorporation)
(Commission  File Number)
(I.R.S. Employer Identification No.)
 
1435 Yarmouth Street
 
Boulder, Colorado
80304
(Address of principal executive offices)
(Zip Code)
 
Registrant’s telephone number, including area code:  (888) 438-9132
 
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 Securities Act (17 CFR 240.14a-12)
¨
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 1.01.    Entry Into a Material Definitive Agreement.
 
Effective December 18, 2015, CLS Holdings USA, Inc. (the “Company”) entered into an indemnification agreement with each of its directors and executive officers, namely, Jeffrey I. Binder, its Chairman, President, Chief Executive Officer and a director; Frank Koretsky, a director; and Alan Bonsett, its Chief Operating Officer (each, an “Indemnitee”).
 
Pursuant to the indemnification agreements, the Company will be obligated to indemnify the Indemnitees to the fullest extent permitted by applicable law and to advance all reasonable expenses incurred by or on behalf of the Indemnitees in connection with any proceeding covered by the indemnification agreement, subject to certain restrictions and repayment provisions.

The foregoing description of the indemnification agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the form of indemnification agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01     Financial Statements and Exhibits.



 
 

 
 
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.
 
 
CLS HOLDINGS USA, INC.
 
     
       
Date:  December 22, 2015
By:
/s/ Jeffrey I. Binder     
    Jeffrey I. Binder  
   
Chairman, President and Chief Executive Officer
 
       


 

 
 

 

EXHIBIT INDEX


Exhibit No.
 
Description
 
10.1