Business Context and Reporting Period
This Form 8-K is a current report filed by Muscle Maker, Inc. (trading symbol: GRIL) on February 9, 2022. The filing discloses the execution of new employment agreements and letter agreements with key executive officers, effective February 14, 2022. The company is incorporated in Nevada and is classified as an emerging growth company.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation arrangements.
Material Changes and Executive Compensation
The company entered into new agreements with five executive officers, establishing base salaries, performance bonuses, stock options, and severance packages. The total annualized base salary commitment for these roles is $1,175,000.
- Michael Roper (CEO): Base salary of $350,000 (increasing to $375,000 after one year). Eligible for discretionary bonus. Granted options for 100,000 shares vesting over five years. Severance: 18 months of salary and benefits upon termination without cause.
- Kenn Miller (COO): Base salary of $275,000. Eligible for bonus up to 75% of salary. Granted options for 50,000 shares vesting over five years. Severance: 12 months of salary and benefits.
- Kevin Mohan (CIO): Base salary of $200,000. Eligible for bonus up to 75% of salary. Granted options for 75,000 shares vesting over five years. Severance: 6 months of salary and benefits.
- Aimee Infante (CMO): Base salary of $175,000. Eligible for bonus up to 25% of salary. Granted options for 42,500 shares vesting over five years. Severance: 6 months of salary and benefits.
- Ferdinand Groenewald (CAO): Base salary of $175,000. Eligible for bonus up to 25% of salary. Granted options for 25,000 shares vesting over five years. Severance: 6 months of salary and benefits.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on business outlook, or discussion of general risks. The primary contingency noted is that severance payments are subject to the execution of a valid release in favor of the company and its related parties.
Investor Verification Checklist
- Verify the total number of shares authorized for issuance under the new option grants (292,500 total shares).
- Confirm the company's current cash position to assess its ability to fund the new annualized salary obligations of $1.175 million.
- Review the company's stock option plan to ensure sufficient shares are available for the grants described.
- Note that the filing references "Sadot Group Inc." in metadata but the document text explicitly identifies the issuer as "Muscle Maker, Inc." (GRIL); verify the correct legal entity status.