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): | June 6, 2018 |
Castle Brands Inc.
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(Exact name of registrant as specified in its charter)
| Florida | 001-32849 | 41-2103550 |
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(State or other jurisdiction |
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(Commission |
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(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 122 East 42nd Street, Suite 5000, New York, New York | 10168 | |
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(Address of principal executive offices) |
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(Zip Code) |
| Registrant’s telephone number, including area code: | (646) 356-0200 |
Not Applicable
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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:
[ ] 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 1.01 Entry into a Material Definitive Agreement.
On June 6, 2018, Castle Brands Inc. (the "Company") entered into an amendment to the Third Amended and Restated Employment Agreement between the Company and Mark Andrews, the Company's Chairman (the "Amendment"). Effective as of May 1, 2018, the Amendment extended the term of such employment agreement for a two-year period to May 1, 2020.
The description of the Amendment is qualified in its entirety by reference to the complete text of such document, which is filed as Exhibit 10.1 to this current report on Form 8-K and which is incorporated herein by reference.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) The information set forth in Item 1.01 to this current report on Form 8-K is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
10.1 Amendment to Third Amended and Restated Employment Agreement, dated as of June 6, 2018, by and between Castle Brands Inc. and Mark Andrews.
Exhibit Index
Exhibit No.
Description
Amendment to Third Amended and Restated Employment Agreement, dated as of June 6, 2018, by and between Castle Brands Inc. and Mark Andrews.
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.
| Castle Brands Inc. | ||||
| June 7, 2018 | By: |
/s/ Alfred J. Small
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| Name: Alfred J. Small | ||||
| Title: SVP, CFO, Treasurer & Secretary | ||||
EXHIBIT 10.1
CASTLE BRANDS INC.
122 East 42nd Street
Suite 4700
New York, NY 10168
June 6, 2018
Mr. Mark Andrews
Dear Mark:
This letter agreement constitutes an amendment to the Third Amended and Restated Employment Agreement dated as of February 26, 2010, as previously amended (the “Agreement”), between Castle Brands Inc. (the “Company”) and Mark Andrews (the “Executive”). The Company and the Executive wish to amend the Agreement as set forth below. Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed thereto in the Agreement.
A. Section 3 of the Agreement is amended, effective as of May 1, 2018, by deleting the date “May 1, 2018” and inserting in its place the date “May 1, 2020”.
B. This letter agreement constitutes an amendment to and a modification of the Agreement and shall for all purposes be considered a part of the Agreement. Except as amended hereby, the Agreement is confirmed and ratified in all respects and shall remain in full force and effect.
Please indicate your agreement with the foregoing by countersigning two copies of this letter agreement in the space provided below and returning one of such copies to us.
Very truly yours,
CASTLE BRANDS INC.
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/s/ Alfred J. Small
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Alfred J. Small
Chief Financial Officer |
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The foregoing letter agreement is consented and agreed to as of the date first above written.
| By: |
/s/ Mark Andrews
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Mark Andrews
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