Business Context and Reporting Period
This Form 8-K is a current report filed by Slinger Bag Inc. (referred to in metadata as AIRWA INC.) on August 19, 2021, covering events that occurred on July 5, 2021. The filing details significant changes to the company's executive leadership, specifically the appointment of a new Chief Financial Officer and the reassignment of the former CFO.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation arrangements and service agreements.
Material Changes Versus Prior Period
- Executive Departure: Paul McKeown resigned as Chief Financial Officer effective July 5, 2021. His previous service agreement, dated April 30, 2020, was terminated without early termination penalties.
- Executive Appointment: Jason Seifert was appointed as the new Chief Financial Officer effective July 5, 2021.
- Role Reassignment: Paul McKeown was appointed as the new Chief Business Integration Officer effective July 5, 2021.
Guidance, Outlook, and Compensation Arrangements
Jason Seifert (New CFO)
- Term: 3-year service agreement.
- Base Salary: $215,000 annually.
- Annual Incentive: Eligible for up to 30% of base salary, with a guaranteed minimum performance bonus of 15% for the fiscal year ending April 30, 2022.
- Equity/Warrants: Eligible for the Incentive Stock Option Plan (ISOP). Specific one-time warrant grants include:
- 7,500 shares after 12 months of service (subject to CEO approval).
- 2,500 shares upon company revenue reaching $20 million (excluding acquisition revenue).
- 15,000 shares upon successful NASDAQ uplisting.
- Termination Benefits: If terminated without "Cause," unvested stock/options vest immediately. Severance includes 6 months gross compensation (or 12 months after the first anniversary) plus unpaid salary and bonuses.
Paul McKeown (New Chief Business Integration Officer)
- Term: 3-year service agreement.
- Base Salary: $150 per hour, capped at $5,000 per month.
- Annual Incentive: Eligible for up to 30% of base salary.
- Equity: Eligible for the ISOP.
- Termination Benefits: If terminated without "Cause," unvested stock/options vest immediately. Severance includes 12 months gross compensation plus unpaid salary and bonuses. Vested shares and options remain, with vesting continuing for 12 months post-termination.
Investor Verification Checklist
- Verify the company's current revenue status against the $20 million threshold required for Mr. Seifert's warrant grant.
- Confirm the status of the planned NASDAQ uplisting, which triggers a significant warrant grant for the new CFO.
- Review the attached Exhibits 10.1 and 10.2 for the complete legal terms of the service agreements.
- Assess the impact of the new CFO's guaranteed 15% bonus on the company's cash flow for the fiscal year ending April 30, 2022.