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): April 4, 2018

 

PARETEUM CORPORATION

(Exact name of registrant as specified in Charter)

 

Delaware   001-35360   95-4557538
(State or other jurisdiction
of incorporation) 		  (Commission File Number)   (IRS Employer
Identification No.)
         
   

1185 Avenue of the Americas, 37 th Floor

New York, NY 10036

   

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (212) 984-1096

 

 

(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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b2 of the Securities Exchange Act of 1934 (§240.12b2 of this chapter).

 

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.   ¨

 

 

 

 

  

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

 

On November 17, 2017, Pareteum Corporation (the “Company”) granted to Robert H. Turner, its Executive Chairman, and Victor Bozzo, its Chief Executive Officer, equity awards of 1,500,000 shares of common stock and 850,000 shares of common stock, respectively (the “2017 Awards”). The 2017 Awards were made pursuant to the Company’s 2017 Long-Term Incentive Plan and are consistent with the previously disclosed terms of such plan. On April 4, 2018, the Compensation Committee of the Board of Directors of the Company approved the treatment of the 2017 Awards granted to the Executive Chairman and Chief Executive Officer to be tax paid (i.e. a tax grossed up) such that the Company will pay the State and/or Federal income taxes which would otherwise have been paid by Messrs. Turner and Bozzo with respect to the 2017 Awards. These tax payments amounted to the following: $426,920.63 for Mr. Turner and $115,391.61 for Mr. Bozzo.

 

 

 

 

 

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.

 

Dated: April 6, 2018 PARETEUM CORPORATION
       
       
  By:  /s/ Edward O’Donnell  
  Name: Edward O’Donnell
  Title: Chief Financial Officer