Business Context and Reporting Period
This Form 8-K Current Report was filed by Reviv3 Procare Company (not Axil Brands, Inc.) on February 6, 2024, covering events occurring on January 31, 2024. The filing addresses corporate governance changes in anticipation of the Company's expected listing on the NYSE American Stock Exchange.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel appointments and does not contain financial performance data.
Material Changes
The primary material change reported is the appointment of three new directors to the Board of Directors effective January 31, 2024:
- Jeffrey Brown: Appointed to the Board with a term expiring at the 2024 annual meeting.
- Peter Dunne: Appointed to the Board with a term expiring at the 2025 annual meeting; will serve on the Audit, Compensation, and Nominating and Corporate Governance Committees.
- Manu Ohri: Appointed to the Board with a term expiring at the 2025 annual meeting; will serve on the Audit, Compensation, and Nominating and Corporate Governance Committees.
Guidance, Outlook, and Risks
Compensation Arrangements: Messrs. Dunne and Ohri will participate in standard non-employee director compensation. Upon the NYSE American Listing, they will each receive a Restricted Stock Award of 5,000 shares of common stock, vesting one year from the grant date.
Forward-Looking Statements and Risks: The filing includes a cautionary note regarding forward-looking statements, specifically concerning the expected NYSE American Listing. The Company explicitly states there can be no assurance that a Reverse Stock Split will be successful. Actual results may differ materially from expectations due to various risks and uncertainties.
Investor Verification Checklist
- Verify the successful completion of the Reverse Stock Split and the subsequent listing on the NYSE American Stock Exchange.
- Confirm the vesting schedule and grant date for the 5,000 share Restricted Stock Awards issued to Messrs. Dunne and Ohri.
- Review the Company's most recent 10-K or 10-Q filings for actual financial performance data, as this 8-K contains no financial metrics.
- Monitor for any updates regarding the terms of the Board appointments if the listing is delayed or denied.