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): May 1, 2016

GLYECO, INC.

(Exact Name of Registrant as Specified in Its Charter)

Nevada	000-30396	45-4030261
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
4802 East Ray Road, Suite 23-408 Phoenix, Arizona		85044
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (866) 960-1539

N/A

(Former name or former address, if changed since last report.)

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 (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ 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.

Compensatory Arrangements of Certain Officers

On May 1, 2016, GlyEco, Inc. (the “Company”) entered into an Amendment No. 1 to Employment Agreement (the “Amendment”) with Grant Sahag, the Company’s Chief Executive Officer and President.

Pursuant to the Amendment, Mr. Sahag will be eligible to receive an additional 1% of the Company’s total outstanding shares of Common Stock, calculated as of March 31, 2016, upon meeting certain budget, revenue, and EBITDA targets set forth and approved by the Company’s Board of Directors. This stock will vest pursuant to a schedule with certain stock price thresholds that must be achieved based on a 30 trading day volume weighted average price.

The foregoing description of the Amendment is qualified in its entirety by the specific terms of the Amendment No. 1 to 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 Number:	Description of Exhibit:
10.1	Amendment No. 1 to Employment Agreement between GlyEco, Inc. and Grant Sahag

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 thereunto duly authorized.

		GLYECO, INC.
Dated: May 4, 2016	By:	/s/ Ian Rhodes
		Ian Rhodes Chief Financial Officer (Principal Financial Officer)

EX-10.1

Exhibit 10.1

AMENDMENT NO. 1

TO

EMPLOYMENT AGREEMENT

BETWEEN

GLYECO, INC.

And

GRANT SAHAG

(Executive)

THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment No. 1”), dated as of May 1, 2016 (the “Effective Date”) is entered into by and between GlyEco, Inc., a Nevada corporation (the “Company”), and Grant Sahag, an individual (the “Executive”) (collectively, the “Parties,” individually, a “Party”).

W I T N E S S E T H:

WHEREAS, the Parties entered into an Employment Agreement on February 12, 2016 (hereinafter referred to as the “Agreement”).

WHEREAS, the Parties now hereby wish to amend the Agreement according to the terms set forth in this Amendment No. 1.

TERMS

The Parties here by agree as follows:

1. Defined Terms. Unless otherwise indicated, capitalized terms used herein shall have the meanings ascribed to them in the Agreement.

2. Amendments to the Agreement.

a. Amendment to Section 2.1. Section 2.1 of the Agreement is hereby amended so that Executive shall serve as the Chief Executive Officer and President of the Company as of the Effective Date.

b. Amendment to Section 2.3. Section 2.3 of the Agreement is hereby amended so that Executive shall report to the Company’s Board of Directors in his capacity as Chief Executive Officer and President and shall perform such duties and services as may be appropriate under the Company’s Bylaws and as are assigned to him by the Company’s Board of Directors.

c. Amendment to Section 3.3. Section 3.3 of the Agreement is hereby amended to add the following:

(iii) Additional Stock Grant. As of the Effective Date, Executive will be granted an additional 1% of the Company’s total outstanding shares of Common Stock calculated as of March 31, 2016, upon meeting the budget, revenue, and EBITDA targets set and approved by the Company’s Board of Directors on March 28, 2016. The stock will vest pursuant to the following schedule when the price thresholds identified immediately below have been achieved, which thresholds will be measured and approved based on a 30-trading day volume weighted average price (VWAP):

· 20% @ $0.30/share

· 30% @ $0.40/share

· 30% @ $0.50/share

· 20% @ $0.60/share

d. Amendment to Section 3.4(c)(i). Section 3.4(c)(i) is hereby amended to read as follows: The Executive shall be entitled with 15 days of annual vacation consistent with the Company’s Executive vacation policy.

e. Amendment to Section 6.1(a). Section 6.1(a) is hereby amended to read as follows: The Company is engaged in the business of recycling glycol.

3. No Other Amendments. All other terms of the Agreement shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the parties have set their hands and seals hereunto on the date first above written.

GLYECO, INC. By: /s/ Karim Babay Name: Karim Babay Title: Chairman, Compensation Committee EXECUTIVE /s/ Grant Sahag Name: Grant Sahag