Attached files
| file | filename |
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| EX-10.2 - EXECUTIVE EMPLOYMENT AGREEMENT - HireQuest, Inc. | ccni_ex102.htm |
| EX-10.1 - EXECUTIVE EMPLOYMENT AGREEMENT - HireQuest, Inc. | ccni_ex101.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of report (Date of earliest event reported):
June 29, 2018
Command Center, Inc.
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(Exact
Name of Registrant as Specified in Its Charter)
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Washington
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000-53088
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91-2079472
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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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3609 S. Wadsworth Blvd., Suite 250, Lakewood, CO
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80235
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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: (866) 464-5844
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(Former
name or former address if changed since last report)
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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 follow 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)
☐
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))
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 ☐
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. ☐
Item
5.02
Departure
of Directors or Certain Officers; Election of Directors;
Appointment of CertainOfficers; Compensatory Arrangements of
Certain Officers.
On June
29, 2018, Command Center, Inc. (the “Company”) entered
into an Executive Employment Agreement by and between the Company
and Cory Smith, the Company’s Chief Financial Officer,
effective as of July 1, 2018 (the “Smith Agreement”),
as well as an Executive Employment Agreement by and between the
Company and Brendan Simaytis, the Company’s Associate General
Counsel, effective as of July 1, 2018 (the “Simaytis
Agreement”).
The
Smith Agreement provides for Mr. Smith to continue serving as the
Company’s Chief Financial Officer during an initial one-year
term and to receive an annual base salary of $180,000, payable at
periodic intervals in accordance with the Company’s normal
payroll practices. Mr. Smith will also be eligible for (i) a
performance bonus during the initial term of the Smith Agreement
tied to the Company’s earnings and equal to 25% of the
executive team’s 2018 earnings bonus pool equal to 15% of the
Company’s 2018 adjusted EBITDA exceeding $3 million, (ii) a
lump sum payment of $50,000 in the event of a Change of Control (as
defined in the Smith Agreement) of the Company during the term or
within six months following the term of the Smith Agreement, and
(iii) a $25,000 payment as a guaranteed advance of the earnings
bonus, tied to the timing of a Change of Control of the Company.
Mr. Smith is also entitled to vacation and other employee benefits
in accordance with the Company’s policies.
Mr.
Smith’s employment can be terminated at will. If Mr.
Smith’s employment is terminated by the Company without cause
or by Mr. Smith for good reason, he will be entitled to receive (i)
his base salary through the end of the term of the Smith Agreement
or for six months, whichever period is longer, (ii) the immediate
vesting of all options and other awards held by Mr. Smith under the
Company’s equity incentive plans, subject to certain
exclusions, and (iii) a pro-rated payment of the earnings bonus. If
Mr. Smith’s employment is terminated by the Company without
cause within 12 months following a Change of Control, Mr. Smith
will be entitled to receive his base salary for the greater of six
months or the time remaining in the current term of the Smith
Agreement, and any issued but then unvested stock options will
automatically become vested.
The
Simaytis Agreement provides for Mr. Simaytis’s employment as
the Company’s Executive Vice President and General Counsel
during an initial one-year term and to receive an annual base
salary of $200,000, payable at periodic intervals in accordance
with the Company’s normal payroll practices. Mr. Simaytis
will also be eligible for (i) a performance bonus during the
initial term of the Simaytis Agreement tied to the Company’s
earnings and equal to 25% of the executive team’s 2018
earnings bonus pool equal to 15% of the Company’s 2018
adjusted EBITDA exceeding $3 million, (ii) a lump sum payment of
$50,000 in the event of a Change of Control (as defined in the
Simaytis Agreement) of the Company during the term or within six
months following the term of the Simaytis Agreement, and (iii) a
$25,000 payment as a guaranteed advance of the earnings bonus, tied
to the timing of a Change of Control of the Company. Mr. Simaytis
is also entitled to vacation and other employee benefits in
accordance with the Company’s policies.
Mr.
Simaytis’s employment can be terminated at will. If Mr.
Simaytis’s employment is terminated by the Company without
cause or by Mr. Simaytis for good reason, he will be entitled to
receive (i) his base salary through the end of the term of the
Simaytis Agreement or for six months, whichever period is longer,
(ii) the immediate vesting of all options and other awards held by
Mr. Simaytis under the Company’s equity incentive plans,
subject to certain exclusions, and (iii) a pro-rated payment of the
earnings bonus. If Mr. Simaytis’s employment is terminated by
the Company without cause within 12 months following a Change of
Control, Mr. Simaytis will be entitled to receive his base salary
for the greater of six months or the time remaining in the current
term of the Simaytis Agreement, and any issued but then unvested
stock options will automatically become vested.
The
foregoing descriptions of the Smith Agreement and the Simaytis
Agreement do not purport to be complete and are qualified in their
entirety by reference to the Smith Agreement and the Simaytis
Agreement, as applicable, which are attached as Exhibits 10.1 and
10.2, respectively, to this Current Report on Form 8-K and
incorporated herein by reference.
Item
9.01
Financial
Statements and Exhibits.
(d)
Exhibits
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Exhibit
No.
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Description
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Executive
Employment Agreement, dated as of July 1, 2018, by and between the
Company and Cory Smith.
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Executive
Employment Agreement, dated as of July 1, 2018, by and between the
Company and Brendan Simaytis.
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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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COMMAND
CENTER, INC.
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Dated: July 6,
2018
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By:
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/s/
Brendan
Simaytis
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Name:
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Brendan
Simaytis
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Title:
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Executive Vice
President,
General Counsel
& Secretary
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