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):
November 26, 2018
PAYMENT DATA SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
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Nevada
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000-30152
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98-0190072
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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12500 San Pedro, Suite 120, San Antonio, TX
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78216
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(Address of principal executive offices)
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(Zip Code)
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(210) 249-4100
(Registrant’s telephone number, including area code)
Not applicable.
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐
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. ☐
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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Effective on November 26, 2018, our Board of Directors approved an increase of the base salary of Tom Jewell, our Chief Financial Officer, to $220,000 per annum from $190,000 per annum.
Item 9.01 Financial Statements and Exhibits.
SIGNATURE
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.
PAYMENT DATA SYSTEMS, INC.
Date: November 28, 2018
By:
/s/ Louis A. Hoch
Name: Louis A. Hoch
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Title:
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Chief Executive Officer and President
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Second Amendment to Employment Agreement
This Second Amendment (“Second Amendment”), to the Employment Agreement (the "Agreement") dated January 6, 2017 between Payment Data Systems, Inc. ("PDS") and Tom Jewell (“Executive") is made on the 28
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day of November, 2018, and is made part of the Agreement which is hereby amended as follows:
1.
Definitions.
All capitalized terms used herein and not expressly defined herein shall have the respective meanings given to such terms in the Agreement.
2.
Entire Agreement.
Except as expressly modified by this Second Amendment, the Agreement shall be and remain in full force and effect in accordance with its terms and shall constitute the legal, valid, binding and enforceable obligations of PDS and Executive.
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Successors and Assigns.
This Second Amendment shall be binding upon and inure to the benefit of the successors and permitted assigns of the parties hereto.
4.
Section References.
Section titles and references used in this Second Amendment shall be without substantive meaning or content of any kind whatsoever and are not a part of the agreements among the parties hereto evidenced hereby.
5. Now, therefore, in consideration of the mutual covenants set forth herein and for other good and valuable consideration, the adequacy, receipt and sufficiency of which are hereby acknowledged:
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a.
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The Base Salary as set forth in Schedule 4(a) of Schedule 1 to the Agreement is hereby amended to be $220,000 per annum effective November 26, 2018.
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This Second Amendment amends the Agreement as set forth herein. All previously existing obligations under the Agreement are hereby reaffirmed in all respects.
In witness thereof, the parties hereto have caused this Second Amendment to the Employment Agreement on the day and year first above written.
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Payment Data Systems, Inc.
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Executive
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By:
/s/ Louis A. Hoch
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By:
/s/ Tom Jewell
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Name: Louis A. Hoch
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Name: Tom Jewell
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Title: Chief Executive Officer and President
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Title: Chief Financial Officer
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