Business Context and Reporting Period
This Form 8-K is a current report filed by MassRoots, Inc. (not Greenwave Technology Solutions, Inc.) on December 27, 2016, regarding events that occurred on December 21, 2016. The filing addresses the departure of the Chief Financial Officer and the appointment of a successor.
Key Financial Metrics
The filing does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The only financial figures disclosed relate to the compensation package for the new Chief Financial Officer:
- Base Salary: $100,000 annually, adjustable to $150,000 upon meeting specified EBITDA thresholds.
- Equity Awards: 100,000 shares of Common Stock (vesting after 90 days), 250,000 stock options (vesting in one year), and up to 175,000 additional options contingent on EBITDA thresholds.
Material Changes
The primary material change reported is the leadership transition in the finance department:
- Resignation: Mr. Jesus Quintero resigned as Chief Financial Officer effective December 21, 2016. The resignation was not the result of any dispute with the Company or its Board.
- Appointment: The Board approved the hiring of Mr. Robert "Bob" Pullar as the new Chief Financial Officer, effective January 1, 2017.
Outlook, Risks, and Management Commentary
Management highlighted Mr. Pullar's extensive background, noting his role as Managing Director of Axis Private Equity Group, LLC since 2006, with experience in leveraged buyouts, recapitalizations, and equity investments. The filing states that Mr. Pullar has no material interest in any existing or proposed transactions requiring disclosure under Item 404(a) of Regulation S-K. No specific risks, contingencies, or unusual items were disclosed in this report.
Investor Verification Checklist
- Verify the full text of the Employment Agreement (Exhibit 10.1) for complete terms regarding the EBITDA thresholds and performance-based awards.
- Review the press release (Exhibit 99.1) for additional context on the leadership change.
- Confirm the effective date of the new CFO's tenure (January 1, 2017) against internal governance records.
- Note that this filing contains no financial performance data; refer to the most recent 10-K or 10-Q for operational metrics.