Business Context and Reporting Period
This Form 8-K Current Report was filed by SANUWAVE Health, Inc. on February 12, 2020, covering events occurring on February 6, 2020. The Company is a Nevada corporation with its principal executive offices in Suwanee, Georgia, and its common stock trades on the OTCQB under the symbol SNWV.
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 changes and associated compensation arrangements.
Material Changes
The primary material change reported is the appointment of Dr. Tom Price to the Board of Directors, effective February 6, 2020. His term expires at the 2020 annual meeting of stockholders. No committee assignments have been determined at this time.
Compensation and Governance Details
- Cash Compensation: Dr. Price will receive an annual cash retainer of $40,000, paid in quarterly installments. For fiscal 2020, the retainer is payable on a pro rata basis for the period of his service.
- Equity Compensation: Dr. Price received an initial grant of 200,000 stock options. These options are exercisable immediately, expire on February 6, 2030, and have an exercise price of $0.19 per share.
- Regulation FD: The Company issued a press release on February 7, 2020, announcing this appointment, which is furnished as Exhibit 99.1.
Investor Verification Checklist
- Verify the pro rata calculation of the $40,000 annual retainer for the remainder of fiscal 2020.
- Confirm the total number of outstanding shares and the potential dilution impact of the 200,000 new stock options.
- Review the Company's subsequent filings to determine Dr. Price's specific committee assignments.
- Check for any related party transaction disclosures regarding Dr. Price's background or other interests.