Business Context and Reporting Period
This Form 8-K Current Report was filed by IRADIMED CORP on May 21, 2022, with the earliest event reported on the same date. The filing discloses the appointment of a new Chief Financial Officer (CFO) and details the associated employment agreement.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. The document focuses exclusively on executive compensation and appointment details.
- New CFO Base Salary: $340,000 per year.
- Annual Bonus Eligibility: Up to 50% of base salary, subject to company profitability and individual performance.
- Equity Grant: Restricted Stock Units (RSUs) valued at $750,000, vesting in four equal annual installments.
- Severance (Termination without Cause/Good Reason): 12 months of base salary.
- Change of Control Severance: 18 months of base salary if terminated for good reason following a change of control.
Material Changes
The primary material change is the appointment of John (Jack) Glenn as Chief Financial Officer, effective on or before June 20, 2022. Mr. Glenn succeeds the Interim CFO, Matt Garner. Mr. Glenn brings over 30 years of experience, most recently serving as CFO for Esko Bionics Holdings, Inc. (2018–2022). The filing notes a family relationship: Mr. Glenn is the brother-in-law of Board member James Hawkins, though no material related party transactions were disclosed.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or management commentary regarding future business performance. The primary risk disclosed relates to the new executive compensation structure, specifically the potential cash outflows for severance (12 to 18 months of salary) under specific termination or change of control scenarios. The employment agreement includes standard non-solicitation, non-compete, and confidentiality provisions.
Investor Verification Checklist
- Verify the exact start date of John Glenn's employment (on or before June 20, 2022).
- Review the full text of the Employment Agreement (Exhibit 10.1) for specific definitions of "good reason" and "change of control."
- Confirm the closing stock price used to calculate the $750,000 RSU grant value.
- Monitor future filings for the departure of the Interim CFO, Matt Garner.