Attached files
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| EX-99.1 - EX-99.1 - HTG MOLECULAR DIAGNOSTICS, INC | htgm-ex991_6.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): May 2, 2016
HTG Molecular Diagnostics, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-37369 |
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86-0912294 |
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(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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3430 E. Global Loop Tucson, AZ |
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85706 |
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(Address of principal executive offices) |
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(Zip Code) |
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Registrant’s telephone number, including area code: (877) 289-2615
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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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)) |
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Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d)
On May 2, 2016, the Board of Directors (the “Board”) of HTG Molecular Diagnostics, Inc. (the “Company”), upon recommendation of the Nominating and Governance Committee of the Board (the “Nominating Committee”), appointed Donnie (Don) M. Hardison to serve as a Class II director of the Company with a term expiring at the Company’s annual meeting of stockholders to be held in 2017.
The Board has not determined at this time which, if any, Board committees Mr. Hardison will be appointed to serve as a member.
In accordance with the Company’s Non-Employee Director Compensation Policy, upon his appointment to the Board, Mr. Hardison received an initial grant consisting of a nonstatutory stock option to purchase 10,000 shares of the Company’s common stock (the “Common Stock”), one-third of which shares vest 12 months after the date of grant, with the remaining shares to vest in equal monthly installments over the following two year period. The exercise price of the option is $2.80 per share, which is equal to the closing price of the Common Stock on The NASDAQ Global Market on May 2, 2016. In accordance with the Company’s Non-Employee Director Compensation Policy, Mr. Hardison will be entitled to receive a $35,000 annual cash retainer for service as director and will be eligible to receive additional cash and equity compensation in the future. Mr. Hardison has entered into the Company’s standard form of indemnification agreement. The Company is not aware of any transaction involving Mr. Hardison requiring disclosure under Item 404(a) of Regulation S-K.
On May 3, 2016, the Company issued a press release announcing Mr. Hardison’s appointment to the Board, a copy of which is attached hereto as Exhibit 99.1.
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Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits
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Exhibit No. |
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Description |
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99.1 |
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Press Release of HTG Molecular Diagnostics, Inc. dated May 3, 2016. |
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.
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HTG Molecular Diagnostics, Inc. |
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Dated: May 3, 2016 |
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By: |
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/s/ Debra A. Gordon |
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Debra A. Gordon |
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Vice President and Chief Legal Counsel |
INDEX TO EXHIBITS
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Exhibit No. |
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Description |
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99.1 |
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Press Release of HTG Molecular Diagnostics, Inc. dated May 3, 2016. |