0001495231-20-000044.txt : 20200423 0001495231-20-000044.hdr.sgml : 20200423 20200423090029 ACCESSION NUMBER: 0001495231-20-000044 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20200420 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20200423 DATE AS OF CHANGE: 20200423 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IZEA Worldwide, Inc. CENTRAL INDEX KEY: 0001495231 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 371530765 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37703 FILM NUMBER: 20809383 BUSINESS ADDRESS: STREET 1: 480 N. ORLANDO AVENUE STREET 2: SUITE 200 CITY: WINTER PARK STATE: FL ZIP: 32789 BUSINESS PHONE: 407-674-6911 MAIL ADDRESS: STREET 1: 480 N. ORLANDO AVENUE STREET 2: SUITE 200 CITY: WINTER PARK STATE: FL ZIP: 32789 FORMER COMPANY: FORMER CONFORMED NAME: IZEA, Inc. DATE OF NAME CHANGE: 20120522 FORMER COMPANY: FORMER CONFORMED NAME: IZEA Holdings, Inc. DATE OF NAME CHANGE: 20110519 FORMER COMPANY: FORMER CONFORMED NAME: Rapid Holdings Inc. DATE OF NAME CHANGE: 20100624 8-K 1 a8-k20200421.htm 8-K Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________________________________________________________________

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
_____________________________________________________________________________________________

Date of Report (Date of earliest event reported): April 20, 2020

IZEA WORLDWIDE, INC.
(Exact Name of Registrant as Specified in Charter)
Nevada
 
001-37703
 
37-1530765
(State or other jurisdiction of
incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
480 N. Orlando Avenue, Suite 200
Winter Park, Florida
 
32789
(Address of principal executive offices)
 
(Zip Code)
Registrant's telephone number, including area code: (407) 674-6911     


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.0001 per share
IZEA
The Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o





Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As part of temporary salary and wage reductions being implemented with regard to employees of IZEA Worldwide, Inc. (the Company) in light of the adverse economic conditions caused by the COVID-19 pandemic, Mr. Edward Ted Murphy, the Companys Chief Executive Officer, and Mr. Ryan Schram, the Companys Chief Operating Officer, have agreed to a 21% reduction in each of their base salaries. These salary reductions, which were approved by the Compensation Committee of the Company's Board of Directors on April 20, 2020, are effective as of April 6, 2020 until the earlier of December 31, 2020 or the Company's restoring normal payroll rates to the majority of its employees. This description of the salary reductions does not purport to be complete and is qualified in its entirety by reference to the Letter Agreements filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K, which are incorporated herein by reference.


Item 9.01.  
Financial Statements and Exhibits
 
(d)   Exhibits.
 






Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
IZEA WORLDWIDE, INC.
 
 
 
 
 
 
Date: April 23, 2020
 
By:/s/ Edward H. (Ted) Murphy    
Edward H. (Ted) Murphy
President and Chief Executive Officer



EX-10.1 2 a101compensationamendment-01.htm EXHIBIT 10.1 Exhibit


EXHIBIT 10.1
Edward H. Murphy
Chief Executive Officer
IZEA Worldwide, Inc.
480 N. Orlando Ave., Ste. 200
Winter Park, FL. 32789


April 20, 2020

Dear Ted,

This memorandum shall reflect the understanding between you (the “Executive”) and IZEA Worldwide, Inc. (the “Corporation”) to make certain temporary modifications to your Employment Agreement (dated effective April 21, 2019) and to waive enforcement of any provisions in your Employment Agreement that would contradict the terms reflected below. However, all other terms and conditions of your Employment Agreement remain unchanged. Executive consents and agrees to this Modification and represents that the reduction in salary is not a breach of the Employment Agreement.

As part of temporary salary and wage reductions being implemented with regard to employees of the Corporation, in light of the adverse economic conditions caused by the COVID-19 pandemic, the Executive agrees to a 21% reduction in base salary from $254,898 per year to $201,369.42 per year. This salary reduction, approved by the Corporation’s Compensation Committee on April 20, 2020, are effective as of April 6, 2020 until the earlier of December 31, 2020 or until the Corporation restores normal payroll rates to the majority of its employees. No other compensation, bonuses, or benefits (such as those in Schedules A and B) are affected by this change. Further, this change does not affect salary earned prior to April 6, 2020.


For the Corporation:                      For the Executive:
By: /s/ LeAnn Hitchcock                  By: /s/ Edward H. Murphy
LeAnn Hitchcock                        Edward H. Murphy
Chief Financial Officer                    Chief Executive Officer
IZEA Worldwide, Inc.                     IZEA Worldwide, Inc




EX-10.2 3 a101compensationamendment-02.htm EXHIBIT 10.2 Exhibit


EXHIBIT 10.2
Ryan Schram
Chief Operating Officer
IZEA Worldwide, Inc.
480 N. Orlando Ave., Ste. 200
Winter Park, FL. 32789


April 20, 2020

Dear Ryan,

This memorandum shall reflect the understanding between you (the “Executive”) and IZEA Worldwide, Inc. (the “Corporation”) to make certain temporary modifications to your Employment Agreement (dated effective January 1, 2015) and to waive enforcement of any provisions in your Employment Agreement that would contradict the terms reflected below. However, all other terms and conditions of your Employment Agreement remain unchanged. Executive consents and agrees to this Modification and represents that the reduction in salary is not a breach of the Employment Agreement.

As part of temporary salary and wage reductions being implemented with regard to employees of the Corporation, in light of the adverse economic conditions caused by the COVID-19 pandemic, the Executive agrees to a 21% reduction in base salary from $270,280 per year to $213,521.20 per year. This salary reduction, approved by the Corporation’s Compensation Committee on April 20, 2020, are effective as of April 6, 2020 until the earlier of December 31, 2020 or until the Corporation restores normal payroll rates to the majority of its employees. No other compensation, bonuses, or benefits (such as those in Schedules A and B) are affected by this change. Further, this change does not affect salary earned prior to April 6, 2020.


For the Corporation:                      For the Executive:
By: /s/ LeAnn Hitchcock                  By: /s/ Ryan Schram
LeAnn Hitchcock                        Ryan Schram
Chief Financial Officer                    Chief Operating Officer
IZEA Worldwide, Inc.                     IZEA Worldwide, Inc