Business Context and Reporting Period
This Form 8-K was filed by Reed's, Inc. on August 2, 2018, reporting events occurring on July 30 and July 31, 2018. The filing addresses a leadership transition in the finance department coinciding with the company's pending transfer of its principal place of business from Los Angeles, California, to Norwalk, Connecticut.
Key Financial Metrics
The filing does not provide specific financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on executive compensation and personnel changes.
Material Changes
- Departure of CFO: Daniel V. Miles resigned as Chief Financial Officer effective July 31, 2018. He agreed to remain employed until August 15, 2018, to support the transition.
- Appointment of CFO: Iris Snyder was appointed Chief Financial Officer effective July 31, 2018. She joined the company on May 31, 2018.
- Operational Relocation: The company is in the process of transferring its principal place of business to Norwalk, Connecticut.
Guidance, Outlook, and Compensation Details
The filing contains no forward-looking guidance, outlook, or discussion of risks and contingencies regarding the company's financial performance. However, it details the compensatory arrangements for the new CFO:
- Base Salary: $250,000 per annum.
- Bonus: Participation in a performance-based cash bonus structure.
- Equity Grant: On July 9, 2018, Ms. Snyder was granted options to purchase 446,000 shares of common stock at an exercise price of $2.70.
- Vesting Schedule: 223,000 shares vest in equal annual increments over 4 years subject to continued employment. The remaining 223,000 shares vest based on performance criteria to be determined by the Board.
Investor Verification Checklist
- Verify the status of the relocation to Norwalk, Connecticut, and any associated costs or operational disruptions.
- Confirm the specific performance criteria for the vesting of the remaining 223,000 stock options granted to the new CFO.
- Review the press release filed as Exhibit 99.1 for details on the appointment of the new Chief Operating Officer mentioned in the text.
- Check subsequent filings for the first financial results under the new CFO's tenure.