DocGo Inc. (Form: 8-K/A, Received: 03/16/2022 16:06:26)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 14, 2022

DOCGO INC.

(Exact name of registrant as specified in its charter)

Delaware	001-39618	85-2515483
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

35 West 35th Street, Floor 5, New York, New York	10001
(Address of principal executive offices)	(Zip Code)

(844) 443-6246

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on

which registered

Common stock, par value $0.0001 per share

DCGO

The Nasdaq Stock Market LLC

Warrants, each exercisable for one share of common stock at an exercise price of $11.50 per share

DCGOW

The Nasdaq Stock Market LLC

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. ☐

EXPLANATORY NOTE

The Registrant is filing this Amendment No. 1 on Form 8-K/A to amend the Registrant’s Form 8-K originally filed with the Securities and Exchange Commission on March 14, 2022 (the “Original Report”). This Amendment is being filed to correct disclosure regarding Mr. Bienstock’s first Annual Equity Award (as defined below). Specifically, he is entitled to receive his first Annual Equity Award on his actual Start Date (as defined below), rather than the one-year anniversary of such date as stated in the Original Report. The “Start Date” is March 28, rather than March 31 as stated in the Original Report. In addition, the Original Report was updated to include his date of appointment and the end date of his service at Google. This Amendment No. 1 on Form 8-K/A amends and restates the Original Report in its entirety, as reproduced below.

Item 5.02

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

On March 14, 2022, DocGo Inc. (the “Company”) issued a press release announcing that the Board of Directors (the “Board”) of the Company approved the appointment of Lee Bienstock as the Company’s Chief Operating Officer, effective March 28, 2022. The Board approved Mr. Bienstock’s appointment on March 11, 2022.

Mr. Bienstock, age 38, has served at Alphabet Inc., a multinational technology and internet services company, in a variety of roles since 2011, including most recently as the Global Head of Business Development at Google Devices and Services between June 2019 and March 2022 and as the Head of Partnerships at Google Fiber from 2014 to 2019. Mr Bienstock received his MBA from the Wharton School of Business at the University of Pennsylvania and his BS in Policy Analysis & Management with distinction from Cornell University.

In connection with his appointment as Chief Operating Officer, the Company entered into an offer letter with Mr. Bienstock (the “Offer Letter”) setting forth the terms of his employment and compensation. Pursuant to the terms of the Offer Letter, Mr. Bienstock is entitled to a base salary of $415,000 and an annual target bonus of 50% of his base salary. In addition, Mr. Bienstock was granted an option to purchase 100,000 shares of the Company’s common stock (the “Common Stock”) under the Company’s 2021 Stock Incentive Plan (the “Equity Plan”) at an exercise price equal to the closing market price of the Common Stock on the date of grant, which options vest and becomes exercisable on the one year anniversary of the Start Date. Mr. Bienstock will also be awarded an annual equity grant under the Equity Plan with an aggregate equity value of $2.1 million (the “Annual Equity Award”) on the Start Date. Subject to approval by the compensation committee of the Board (the “Compensation Committee”), Mr. Bienstock will also be eligible to receive an Annual Equity Award on each anniversary of his start date. All Annual Equity Awards shall vest and become exercisable over a four-year period from their respective grant dates. Mr. Bienstock may elect to receive up to 50% of each Annual Equity Award in restricted stock units (“RSU”), with the balance of each grant consisting of options to purchase Common Stock. In all cases, option exercise prices and RSU terms will be determined by the Compensation Committee at the time of grant, which will be based on the closing market price of the Common Stock on the date of grant.

In connection with Mr. Bienstock’s appointment as Chief Operating Officer, Mr. Bienstock is expected to enter into the Company’s standard form of indemnification agreement. Pursuant to the terms of the indemnification agreement, the Company may be required, among other things, to indemnify Mr. Bienstock for certain expenses, including attorneys’ fees, judgments, fines and settlement amounts incurred by him in any action or proceeding arising out of his service as an officer of the Company.

Mr. Bienstock has no family relationship with any of the executive officers or directors of the Company or any transactions or relationships involving the Company that may require disclosure under Item 404 of Regulation S-K. There are no arrangements or understandings between Mr. Bienstock and any other person pursuant to which he was appointed as an officer and/or director of the Company.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description

99.1		Press release of DocGo Inc. dated March 14, 2022

104		Cover Page Interactive Data File (formatted as Inline XBRL).

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.

DOCGO INC.

By:	/s/ Andre Oberholzer
	Name:	Andre Oberholzer
	Title:	Chief Financial Officer

Date: March 16, 2022

Exhibit 99.1

FOR IMMEDIATE RELEASE

DocGo Names Lee Bienstock as Chief Operating Officer to Drive Strategic Expansion

Bienstock joins DocGo from Google, where he most recently served as Global Head of Enterprise Partnerships, Devices and Services

NEW YORK, March 14, 2022—DocGo, a leading provider of last-mile mobile health services and integrated medical mobility solutions (Nasdaq:DCGO), announced today the hiring of Lee Bienstock as the company’s new Chief Operating Officer. Mr. Bienstock joins DocGo after ten years at Google, where he held key leadership roles, which included the launching of Google Fiber, driving early growth in Google’s Search and YouTube advertising businesses, and most recently developing and executing strategic initiatives for Google’s growing suite of connected devices.

“At DocGo, we continue to invest in our future by hiring the best and the brightest talent to help drive our growth as a world-class provider of mobile healthcare services, and we are delighted that Lee is joining our team,” said Stan Vashovsky, Chief Executive Officer of DocGo. “Lee is a seasoned executive with a proven track record of scaling businesses for profitable growth. As we grow our market footprint, expand our Mobile Health initiatives, introduce new technologies and launch our B2C offering, Lee’s wealth of experience and unique perspectives will be a key contributor to our ongoing growth and success.”

DocGo’s mobile first healthcare model – both its Mobile Health and Medical Transportation solutions – continue to gain traction in the market, with the company entering nine new markets in the past twelve months. DocGo has provided services in 29 states and the U.K. with plans to expand to additional states in the months ahead.

“The delivery of healthcare has certainly evolved over the last few years, and the many innovations and technology enabled solutions that helped scale access to care and better patient experiences will endure long after this pandemic has subsided,” said Bienstock. “DocGo has been at the forefront of this evolution - bringing care to where it is needed, when it is needed - including bringing outstanding and accessible care to underserved populations. I couldn't be more excited to be joining the incredibly talented DocGo team. I look forward to helping serve our patients, to helping make DocGo the best place in healthcare to work, and to helping us to continue to be the best partner in the industry to innovate with.”

About DocGo

DocGo is a leading provider of last-mile mobile care services and integrated medical mobility solutions. DocGo is disrupting the traditional four-wall healthcare system by providing high quality, highly affordable care to patients where and when they need it. DocGo's innovative technology and dedicated field staff of certified health professionals elevate the quality of patient care and drive business efficiencies for facilities, hospital networks, and health insurance providers. With Mobile Health, DocGo empowers the full promise and potential of telehealth by facilitating healthcare treatment, in tandem with a remote physician, in the comfort of a patient's home or workplace. Together with DocGo's integrated Ambulnz medical transport services, DocGo is bridging the gap between physical and virtual care. For more information, please visit www.docgo.com.

Cautionary Statement Regarding Forward-Looking Statements

This announcement contains forward-looking statements (including within the meaning of Section 21E of the U.S. Securities Exchange Act of 1934, as amended, and Section 27A of the U.S. Securities Act of 1933, as amended) concerning DocGo. These statements include, but are not limited to, statements that address our expected future business and financial performance and statements about (i) our plans, objectives and intentions with respect to future operations, services and products, (ii) our competitive position and opportunities, and (iii) other statements identified by words such as "may", "will", "expect", "intend", "plan", "potential", "believe", "seek", "could", "estimate", "judgment", "targeting", "should", "anticipate", "predict" "project", "aim", "goal", “outlook”, “guidance”, and similar words, phrases or expressions. These forward-looking statements are based on management's current expectations and beliefs, as well as assumptions made by, and information currently available to, management, and current market trends and conditions. Forward-looking statements inherently involve risks and uncertainties, many of which are beyond our control, and which may cause actual results to differ materially from those contained in our forward-looking statements. Accordingly, you should not place undue reliance on such statements. Particular uncertainties that could materially affect current or future results include possible accounting adjustments made in the process of finalizing reported financial results; any risks associated with global economic conditions and concerns; the effects of global outbreaks of pandemics or contagious diseases or fear of such outbreaks, such as the COVID-19 coronavirus pandemic; competitive pressures; pricing declines; rates of growth in our target markets; our ability to improve gross margins; cost-containment measures; legislative and regulatory actions; the impact of legal proceedings and compliance risks; the impact on our business and reputation in the event of information technology system failures, network disruptions, cyber-attacks, or losses or unauthorized access to, or release of, confidential information; and the ability of the company to comply with laws and regulations regarding data privacy and protection. We undertake no intent or obligation to publicly update or revise any of these forward-looking statements, whether as a result of new information, future events or otherwise.

Media Contact:

Janine Warner

Crowe PR

docgo@crowepr.com

(646) 916-5314

Investor Contacts:

Steven Halper

LifeSci Advisors

shalper@lifesciadvisors.com

ir@docgo.com

646-876-6455