Exhibit 10.1
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): September 26, 2018
HyreCar Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-38561 | 47-248087 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
355 South Grand Avenue, Suite 1650 Los Angeles, California |
90071 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (888) 688-6769
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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 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
Appointment of Chief Financial Officer
On September 26, 2018, the Board of Directors of HyreCar Inc. (the “Company”) appointed Mr. Scott Brogi as Chief Financial Officer of the Company.
In connection with Mr. Brogi’s appointment as Chief Financial Officer, the Company has entered into an Employment Agreement with Mr. Brogi (the “Brogi Employment Agreement”), pursuant to which he will receive a base salary at the annual rate of $175,000, payable in accordance with the Company’s standard payroll schedule, and stock options to purchase up to 150,000 shares of common stock under the Company’s 2018 Equity Incentive Plan, which shall vest as follows: 25% of the options shall vest on the first anniversary of the Vesting Commencement Date (as defined in the Brogi Employment Agreement); and (ii) the remaining 75% of the options shall vest and become exercisable in 12 successive equal quarterly installments.
The foregoing descriptions of the Brogi Employment Agreement is qualified in its entirety by reference to the text of such agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
On September 27, 2018, the Company issued a press release announcing the appointment of Mr. Brogi as Chief Financial Officer. A copy of the press release is attached hereto as Exhibit 99.1.
Set forth below is the biographical information of Mr. Brogi, as required by Item 401 of Regulation S-K.
Scott Brogi, age 53, has prior CFO experience and has held leadership roles at public and private companies across various sectors, including education, entertainment, healthcare and internet services. Previously, from January 2016 to June 2018, Mr. Brogi was Chief Operating Officer of Teaching Channel, Inc., an education technology company. From March 2014 to December 2015, Mr. Brogi was the Chief Financial Officer of Jumpstart Games, Inc., an educational gaming company. From September 2010 to February 2014, Mr. Brogi was the Vice President of Commercialization and Division Chief Financial Officer at Apollo Education Group (then Nasdaq: APOL). Mr. Brogi holds a BS in Finance from Syracuse University, an MS in Finance from Loyola College in Maryland, and an MBA in Entrepreneurial Finance from the UCLA Anderson School of Management.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits .
| Exhibit No. | Description | |
| 10.1 | Employment Agreement by and between the Company and Scott Brogi | |
| 99.1 | Press release issued by HyreCar Inc. on September 27, 2018 |
| 1 |
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.
| HYRECAR INC. | ||
| Date: October 2, 2018 | By: | /s/ Joseph Furnari |
| Joseph Furnari | ||
| Chief Executive Officer | ||
| 2 |
Exhibit 10.1
Exhibit 99.1
HyreCar Appoints Strategic Chief Financial Officer, Scott Brogi
Experienced Finance Executive to Help Drive Revenue Trajectory for Growing Carsharing Platform
LOS ANGELES, SEPTEMBER 27, 2018 - HyreCar, Inc. (Nasdaq:HYRE), the carsharing marketplace for ridesharing, today announced the appointment of Scott Brogi, a proven financial executive, as its Chief Financial Officer, effective September 27, 2018. Brogi previously led finance and operations for Teaching Channel, Inc., which was successfully sold earlier this year.
"We look forward to leveraging Scott's deep experience and financial acumen," said Joe Furnari, Chief Executive Officer of HyreCar. "HyreCar is growing rapidly within the Mobility as a Service sector, and his experience managing and directing financial operations is exactly what we've been looking for as we take our platform to the next level."
Brogi has prior CFO experience and has held leadership roles at public and private companies across various sectors, including education, entertainment, healthcare and internet services. He began his career in corporate banking and finance with Chase Manhattan Bank, and afterwards, led finance and development for successful startups like AccentCare and Pictage. Brogi also has a background in corporate financial planning and analysis for public companies, such as the Apollo Education Group.
"HyreCar is well-positioned as an enabler of the rapidly growing ridesharing market," said Brogi. "I look forward to being an integral part of this experienced executive team, while working closely with Joe and the board to drive revenue growth and margin improvements during this rapid growth phase of the Company's lifecycle and beyond."
Brogi has established an impressive track record of identifying disruptive growth opportunities, forging critical strategic relationships, leading organic growth of teams and facilitating mergers and acquisitions.
Brogi holds a BS in Finance from Syracuse University, an MS in Finance from Loyola College in Maryland, and an MBA in Entrepreneurial Finance from the UCLA Anderson School of Management.
About HyreCar
HyreCar Inc. (Nasdaq:HYRE) is the carsharing marketplace for ridesharing through its proprietary technology platform. The Company is establishing a leading presence in Mobility as a Service (MaaS) through vehicle owners and institutions, such as dealers and OEMs, who have been disrupted by automotive asset sharing. HyreCar currently operates in 34 states and Washington, D.C. providing a unique revenue opportunity for both owners and drivers. By providing a safe, secure, and reliable marketplace, HyreCar is transforming the industry - one driver, one vehicle, one road at a time. For more information, please visit www.hyrecar.com.
Forward Looking Statements
Statements in this release concerning HyreCar Inc.'s ("HyreCar" or the "Company") future expectations and plans, including, without limitation, HyreCar's expectations regarding its executive team, its ability to add and maintain additional car listings from car dealers and consumer demand for cars to be used for ridesharing, may constitute forward looking statements for the purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995 and other federal securities laws and are subject to substantial risks, uncertainties and assumptions. You should not place reliance on these forward looking statements, which include words such as "could," "believe," "anticipate," "intend," "estimate," "expect," "may," "continue," "predict," "potential," "project" or similar terms, variations of such terms or the negative of those terms. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee such outcomes. Actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, as well as those risks more fully discussed in the section entitled "Risk Factors" in HyreCar's prospectus, dated June 26, 2018, that was filed with the U.S. Securities and Exchange Commission under File No. 333-225157, as well as discussions of potential risks, uncertainties, and other important factors in HyreCar's subsequent filings with the U.S. Securities and Exchange Commission. All such statements speak only as of the date made, and the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.