HeartCore Enterprises, Inc. — Form 8-K Summary
Business Context and Reporting Period
This Form 8-K reports a corporate governance change by HeartCore Enterprises, Inc., a Delaware corporation headquartered in Tokyo, Japan. The report covers an event occurring May 30, 2023, and was signed June 5, 2023. The company’s common stock trades on the Nasdaq Capital Market under the symbol HTCR.
Key Financial and Operating Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, liquidity, or other operating-performance metrics. It is not a financial results filing.
Material Changes
- On May 30, 2023, the Board expanded from eight to nine members.
- Heather Marie Neville was appointed to fill the newly created vacancy.
- Ms. Neville has served as Vice President of People Operations at PlayStation since January 2021 and previously held senior positions at StubHub, Adobe, eBay, and Dell.
- On June 1, 2023, the company entered into a Director Agreement with Ms. Neville.
Compensation, Outlook, and Other Matters
- Ms. Neville will receive annual director compensation of $60,000, payable in quarterly installments of $15,000, with partial quarters prorated.
- The company will reimburse reasonable out-of-pocket expenses for attending in-person meetings, subject to its expense policies and advance approval requirements for certain allocated expenses.
- The agreement includes customary confidentiality, intellectual-property ownership, representations, indemnification, insurance, and other contractual provisions.
- Indemnification and liability insurance coverage will continue during her service and, for certain liabilities, for at least six years after termination.
- The agreement is governed by Delaware law and provides for proceedings in state or federal courts in Santa Clara County, California, while also including an arbitration provision.
- The filing provides no management guidance, financial outlook, contingencies, or unusual financial items.
Investor Verification Checklist
- Review Exhibit 10.1 for the complete Director Agreement and its arbitration, indemnification, expense, and termination provisions.
- Confirm the effective dates: board appointment on May 30, 2023, and Director Agreement dated June 1, 2023.
- Assess the recurring annual director compensation and potential reimbursement and insurance obligations.
- Review subsequent filings for any changes to Ms. Neville’s board service, compensation, or related-party disclosures.