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)
February 13, 2015

Commission File Number:  001-34269
 

SHARPS COMPLIANCE CORP.
(Exact name of registrant as specified in its charter)

Delaware
 
74-2657168
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)

9220 Kirby Drive, Suite 500, Houston, Texas
 
77054
(Address of principal executive offices)
 
(Zip Code)

(713) 432-0300
(Registrant’s telephone number, including area code)

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:

☐ 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 1.01. Entry into a Material Definitive Agreement.

On February 13, 2015, Sharps Compliance, Inc. (a wholly-owned subsidiary of Sharps Compliance Corp., herein referred to as the “Company”) executed an amendment (the “Amendment”) to the Lease Agreement with Warehouse Associates Corporate Centre Kirby II, Ltd. (the "Landlord") originally dated July 13, 2006, and subsequently amended (the “Lease”).  The Leased Premises include 18,231 square feet used by the Company as a corporate office space, located on Kirby Drive in Houston, Texas.  The Amendment provides for an extension of the current Lease from February 28, 2015 to February 28, 2020 and sets base rent amounts for the extended term of the Lease (“Extended Term”).  There are no other material changes to the terms and conditions of the Lease.
 
The monthly base rent for the Lease during the Extended Term beginning March 1, 2015 is $17,319.45 per month for the remaining term of the lease.
 
There is no material relationship between the Company, or any of its affiliates, and the landlord, or any of its affiliates, other than the contractual relationship under the corresponding lease agreements.

The description of the above noted lease is qualified in its entirety by reference to the agreement filed as Exhibit 10.1 to this Form 8-K.
 
 Item 9.01 Financial Statements and Exhibits
 
(d) Exhibits
 
10.1
Third Amendment to Lease Agreement executed as of February 13, 2015, between Sharps Compliance, Inc. and Warehouse Associates Corporate Centre Kirby II, Ltd.
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
REGISTRANT:
 
Dated: February 17, 2015
Sharps Compliance Corp.
 
By: /s/ DIANA P. DIAZ
 
Vice President and Chief Financial Officer
 
Index to Exhibits
 
Third Amendment to Lease Agreement executed as of February 13, 2015, between Sharps Compliance, Inc. and Warehouse Associates Corporate Centre Kirby II, Ltd.
 
 
Exhibit 10.1
 
LEASE AMENDMENT #3

This LEASE AMENDMENT #3 (the “Agreement”) is made and entered as of February 6, 2015 by and between Sharps Compliance, Inc. (“Tenant”) and Warehouse Associates Corporate Centre Kirby II, Ltd. (“Landlord”).

WITNESSETH:

A.  Landlord , or its predecessor in Interest, and Tenant , or its predecessor in Interest, have heretofore entered into that certain lease dated July 13, 2006 (the “Lease”), and for Lease Amendment #1 dated December 12, 2007, and for Lease Amendment #2 dated March 8, 2010 for 9220 Kirby Drive, Suite 500 containing 18,231 rentable   square feet in the Project known as Corporate Centre Kirby II , located at 9220-9230 Kirby Drive, Houston, Texas, 77054 (the “Premises”),

B.  The parties mutually desire to amend the Lease, subject to the terms and conditions hereof.

NOW THEREFORE, in consideration of the mutual terms and conditions herein contained, the parties hereby agree as follows:

1.          The parties agree that:

A. Effective March 1, 2015, the Net Monthly Base Rent for Years 1 – 5 will now be    $ 17,319.45 per month.
B. Effective March 1, 2015, the Lease Expiration Date will now be February 28, 2020.
C. Landlord will recarpet Tenant’s office hallways, board room, CEO office and conference room, Landlord will provide and install a new ice machine, Tenant will not be liable for any cost of repairs associated with the recent damage to electrical service.

2.                      Effective Date. This Agreement   shall be effective as of March 1, 2015 (herein referred to as the “Effective Date”).

3.                     Whole Agreement. This Agreement sets forth the entire agreement between the parties with respect to the matters set forth herein. There have been no additional oral or written representations or agreements. As amended herein, the Lease between the parties shall remain in full force and effect. In case of any inconsistency between the provisions of the Lease and this Agreement, the latter provisions shall govern and control.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.

 
LANDLORD:   Warehouse Associates Corporate Centre Kirby II, Ltd
     
 
By:
/s/ David R. David
     
 
Name:
David R. David
     
 
Its:
Authorized Agent
     
 
TENANT:  Sharps Compliance, Inc.
     
 
By:
/s/ David P. Tusa
     
 
Name:
David P. Tusa
     
 
Its:
Chief Executive Officer and President