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) November 7 , 2017
CTD HOLDINGS, INC.
(Exact name of registrant as specified in charter)
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Florida |
000-25466 |
59-3029743 |
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(State or other Jurisdiction of Incorporation or Organization) |
(Commission File Number) |
(IRS Employer Identification No.) |
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6714 NW 16th Street, Suite B, Gainesville , Florida 32563 |
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| (Address of Principal Executive Offices) (zip code) |
386-418-8060
(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 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(b) under the Exchange Act (17 CFR 240.14a-12(b))
☐ 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 (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. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 7, 2017, CTD Holdings, Inc. (the “Company”) and N. Scott Fine, the Company’s Chief Executive Officer, entered into an Amendment to Mr. Fine’s Employment Agreement extending the initial term thereof to September 14, 2020.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit 10.1 |
Amendment to Employment Agreement between the Company and N. Scott Fine, dated as of November 7, 2017. |
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.
CTD Holdings, Inc.
Date: November 8, 2017
By: /s/ Jeffrey L. Tate
Jeffrey L. Tate
Chief Operating Officer
EXHIBIT INDEX
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No. |
Description |
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Exhibit 10.1 |
Exhibit 10.1
AMENDMENT TO EMPLOYMENT AGREEMENT
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of November 7, 2017, by CTD HOLDINGS, INC. (the “Company”), and N. SCOTT FINE (the “Executive”).
R E C I T A L S
The Company and the Executive are parties to an Employment Agreement dated as of September 14, 2015 (the “Employment Agreement”), pursuant to which the Executive serves and Chief Executive Officer of the Company for an initial term expiring on September 14, 2018 (the “Initial Term”).
Th e Company and the Executive desire to amend the Employment Agreement to extend the Initial Term.
NOW, THEREFORE, in consideration of these premises and other valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto agree, as follows:
1. Amendment to Employment Agreement . Section 2 of the Employment Agreement is hereby amended and restated in its entirety to read as follows:
2 . Term . Subject to the provisions of termination as hereinafter provided, the initial term of the Executive 's employment under this Agreement shall begin on the date hereof and shall terminate on September 14, 2020 (the “Initial Term”). Unless the Company notifies the Executive that his employment under this Agreement will not be extended or the Executive notifies the Company that he is not willing to extend his employment, the term of his employment under this Agreement shall automatically be extended for additional one (1) year periods on the same terms and conditions as set forth herein (individually and collectively, the “Renewal Term”). The Initial Term and the Renewal Term are sometimes referred to collectively herein as the “Term.”
2. Miscellaneous .
(a) The Employment Agreement shall remain unchanged and in full force and effect, except as provided in this Amendment.
(b) All of the terms and provisions of this Amendment shall bind and inure to the benefit of the parties hereto and their respective successors and assigns.
(c) This Amendment may be executed in counterparts and by different parties hereto in separate counterparts each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument; signature pages may be detached from multiple separate counterparts and attached to a single counterpart so that all signature pages are physically attached to the same document. Delivery of photocopies of the signature pages to this Amendment by facsimile or electronic mail shall be effective as delivery of manually executed counterparts of this Amendment.
[ Remainder of Page Intentionally Left Blank; Signature Page Follow s ]
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of date first set forth above.
| CTD HOLDINGS, INC. | ||
| By: |
/s/ Jeffrey L. Tate |
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| Name: |
Jeffrey L. Tate |
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Title: |
Chief Operating Officer |
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/s/ N. Scott Fine |
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N. Scott Fine |
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