UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 2, 2022 (the “Effective Date”), Shawn M. Bowman tendered his resignation as President, Strategic Partnerships of Sanara MedTech Inc. (the “Company”), effective immediately.
On December 2, 2022, in connection with Mr. Bowman’s resignation, the Company and Mr. Bowman entered into a Separation Agreement and General Release and Waiver (the “Separation Agreement”), pursuant to which Mr. Bowman is entitled to receive a lump-sum, cash separation payment equal to $60,000, less all applicable withholdings and deductions. In addition, pursuant to the Separation Agreement, the Company agreed to waive all vesting requirements and forfeiture provisions related to a restricted stock award previously granted to Mr. Bowman under the Company’s Restated 2014 Omnibus Long Term Incentive Plan, as amended, such that 4,519 shares of restricted common stock vested on the Effective Date. In consideration for the separation benefits provided in the Separation Agreement, Mr. Bowman agreed to, among other things, a general release of claims in favor of the Company and to comply with a customary non-disparagement covenant following his resignation. Upon effectiveness of the Separation Agreement, Mr. Bowman’s existing employment agreement automatically terminated, except that certain surviving customary confidentiality provisions and non-disparagement covenants will remain in full force and effect.
The foregoing description of the Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Separation Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Separation Agreement and General Release and Waiver, dated December 2, 2022, between Sanara MedTech Inc. and Shawn M. Bowman. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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.
| Sanara MedTech Inc. | |||
| Date: | December 6, 2022 | By: | /s/ Michael D. McNeil |
| Name: | Michael D. McNeil | ||
| Title: | Chief Financial Officer | ||