8-K

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): August 11, 2014

Zynex, Inc.

(Exact name of Registrant as specified in its charter)

Nevada	33-26787-D		90-0275169
(State or other jurisdiction of incorporation)	(Commission File Number)		(I.R.S. Employer Identification No.)
9990 Park Meadows Drive Lone Tree, Colorado		80124
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (303) 703-4906

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))

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

On August 11, 2014, Zynex, Inc. (the “Company”) entered into an employment agreement (the “Employment Agreement”) with Brian Alleman, the Company’s Chief Financial Officer.  Pursuant to the terms of the Employment Agreement, Mr. Alleman will receive $15,000 for the initial 30 days of his employment, and after the initial 30 day period, Mr. Alleman’s annual base salary will be $208,000.  In connection with his employment, the Company granted Mr. Alleman a stock option to purchase 350,000 shares of the Company’s common stock, at an exercise price of $0.24 per share, subject to the terms of the Company’s 2005 Stock Option Plan.  The Employment Agreement also provides that Mr. Alleman is entitled to receive certain cash incentives and additional equity awards based on the achievement of certain performance objectives.

The foregoing description of the Employment Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Employment Agreement, which is attached hereto as Exhibit 10.1, and is incorporated herein by reference.  

Item 9.01.Financial Statements and Exhibits.

(d)  Exhibits.

Exhibit No.	Description
10.1	Employment Agreement, dated August 11, 2014, between Zynex, Inc. and Brian Alleman.

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.

			Zynex, Inc.
Date:	August 15, 2014	By:	/s/ Thomas Sandgaard
			Thomas Sandgaard
			Chief Executive Officer

EXHIBIT INDEX

Exhibit No.	Description
10.1	Employment Agreement, dated August 11, 2014, between Zynex, Inc. and Brian Alleman.

EX-10.1

Exhibit 10.1

EMPLOYMENT AGREEMENT

This Employment Agreement (this “Agreement”) is between ZYNEX, Inc., a Nevada corporation (the “Company”), and the undersigned (“you”) and is effective as of the “Effective Date” set forth below.

1. Title and Salary.  You will be employed full-time as the Chief Financial Officer of the Company commencing on July 15, 2014 (the “Effective Date”).  For the first 30 days you will be paid a flat rate of $15,000. After the initial 30 days, your compensation will consist of an annual base salary of $208,000. In addition you will be granted options to purchase 350,000 shares of the Company’s common stock at the closing price on August 8, 2014, subject to the terms of the Company’s 2005 Stock Option Plan.

2. Incentive Compensation.  You you will be eligible to earn incentive compensation as follows:

2014 Incentives:

	Incentive
Q3 10-Q’s filed timely (No NT and not late)	10,000 stock options
Replacement of Triumph LOC	50,000 stock options
Q4 EBIDTA profitable by >$500k	50,000 stock options
Zynex Stock Price above $1.00/share	50,000 stock options
Zynex Stock Volume above 100,000 shares/day (13 week average)	100,000 stock options (50,000 options if above 50,000 shares/day

2015 Incentives:

		Incentive
Net Revenue > $6M per quarter	Quarterly	10,000 stock options per quarter
EBITDA > $500k per quarter	Quarterly	20,000 stock options per quarter
Free Cash Flow > $500k per quarter	Quarterly	25,000 stock options per quarter
EBITDA above $1,8M y/e 12/31/2015 EBITDA above $2.25My/e 12/31/2015	Y/E 12/31/2015	75,000 stock options + $50,000 125,000 stock options + $75,000
Zynex Stock Price above $2.00/share	Half if $1/s	50,000 stock options +$25,000
Zynex Stock Volume above 150,000 shares/day (13 week average)	Half if above 100,000	100,000 stock options + $25,000

3.   Benefits.  You will be entitled to four (4) weeks of paid personal time off (“PTO”) per year, which shall cover all vacation, personal, or sick days.  PTO will accrue ratably on a monthly basis.  You may carry over up to one (1) week of unused PTO to the following year.  Any additional personal time off used or received, for whatever reason, shall be unpaid.  The Company recognizes all federal holidays and other holidays as determined by the Company from time to time in its sole discretion.  You acknowledge and agree that you have existing health insurance coverage and hereby decline coverage under the Company’s health insurance plans. The Company may adopt, cancel or modify benefit programs from time to time in its sole discretion.

4.    Employment “At-Will”.  Employment with the Company is at will and may be terminated by you or the Company at any time, with or without cause.  No representative of the Company has the authority to offer employment other than at-will employment except in a written employment contract signed by the president of the Company.

5.    Acceptance.  To signify your acceptance of this Agreement, please sign and return this Agreement to the undersigned representative of the Company.

Employee   /s/ Brian P. Alleman_________________________ Brian P. Alleman   8/11/2014_________________________________ (Date)   Company:  ZYNEX, Inc.   /s/ Thomas Sandgaard_______________________ Thomas Sandgaard, Chief Executive Officer   8/11/2014_________________________________ (Date)