Business Context and Reporting Period
This Form 8-K Current Report was filed by Wizard World, Inc. on May 25, 2011. The filing reports the entry into material definitive agreements and the appointment of a new director. Note: The request metadata references "Prairie Operating Co.," but the filing text explicitly identifies the registrant as Wizard World, Inc.
Key Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The report focuses exclusively on corporate governance and executive compensation arrangements.
Material Changes
- Board Appointment: The Board appointed Mr. John D. Maatta as a director, effective May 25, 2011.
- Compensation Grant: Mr. Maatta was granted a non-qualified stock option to purchase up to 150,000 shares of common stock.
- Agreements Executed: The Company entered into a Director Agreement, a Non-Qualified Stock Option Agreement, and an Indemnification Agreement with Mr. Maatta.
Guidance, Outlook, and Management Commentary
Management Commentary: The Board stated that Mr. Maatta's experience as Chief Operating Officer of The CW Network and The WB, along with his industry contacts, will be an important factor in the Company's growth as a digital entertainment and event company.
Option Terms:
- Exercise Price: Equal to the closing price of the Common Stock on the execution date (May 25, 2011).
- Vesting Schedule: Vests in equal amounts over three years (12,500 shares per fiscal quarter), commencing in the quarter ended July 31, 2011.
- Term: Exercisable for five years.
- Forfeiture: Unvested options are forfeited if Mr. Maatta ceases to be a Board member for any reason during the vesting period.
Indemnification: Mr. Maatta is indemnified to the fullest extent permitted under Delaware law for claims arising from his service as a director, covering a period of six years after his employment ends.
Investor Verification Checklist
- Verify the closing stock price on May 25, 2011, to determine the exercise price of the 150,000 options granted.
- Review the full text of the 2011 Incentive and Award Plan (Exhibit 10.3) for additional terms governing the stock options.
- Confirm the total number of authorized shares under the 2011 Plan to assess dilution impact.
- Check subsequent filings to confirm Mr. Maatta's continued service on the Board and vesting progress.