Attached files
| file | filename |
|---|---|
| EX-10.1 - CIPHERLOC Corp | ex10-1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 13, 2019
CipherLoc Corporation
(Exact name of registrant as specified in its charter)
| Texas | 000-28745 | 86-0837077 | ||
| (State or other jurisdiction | (Commission | IRS Employer | ||
| of incorporation or organization) | File Number) | Identification No.) |
825 Main St, Suite 100
Buda, TX 78610
(Address of principal executive offices)
Registrant’s telephone number, including area code: (512) 772-4245
(Former name or former address, if changed since last report)
| [ ] | 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)) |
Securities registered pursuant to Section 12(b) of the Act: None.
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 Certain Officers; Compensatory Arrangements of Certain Officers |
Effective December 13, 2019, Gino Mauriello resigned from his position as Chief Financial Officer of CipherLoc Corporation (the “Company”). The Company intends to immediately conduct an executive search for Mr. Mauriello’s replacement.
In connection with Mr. Mauriello’s resignation, the Company entered into a Confidential Severance and Release Agreement with Mr. Mauriello (the “Mauriello Separation Agreement”), pursuant to which he will receive a one-time payment (the “Separation Payment”) of $50,000, payable on the next regularly scheduled payroll date following his resignation or December 31, 2019, whichever is later. The Separation Payment is final and includes consideration and repayment by the Company for any outstanding expenses claimed by employee. In exchange for the Separation Payment, the Mauriello Separation Agreement provides a general release of the Company by Mr. Mauriello.
The foregoing description of the Mauriello Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit Number | Description | |
| 10.1 | Separation Agreement by and between the Company and Gino Mauriello, dated December 16, 2019 |
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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.
Dated: December 16, 2019
| CIPHERLOC CORPORATION | ||
| By: | /s/ Andrew Borene | |
| Andrew Borene | ||
| Chief Executive Officer | ||
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