Evolv Technologies Holdings, Inc. Reports Officer and Director Changes

TL;DR

Evolv Tech (EVLV) filed an 8-K detailing director/officer changes and compensation. Watch for updates.

AI Summary

Evolv Technologies Holdings, Inc. filed an 8-K on December 9, 2024, reporting events as of December 6, 2024. The filing indicates changes related to the departure of directors or certain officers, the election of directors, the appointment of certain officers, and compensatory arrangements for certain officers. It also includes Regulation FD disclosures and financial statements/exhibits.

Why It Matters

Changes in a company's board of directors and executive officers can signal shifts in strategy, governance, or operational focus, impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in key leadership and compensation arrangements can introduce uncertainty regarding the company's future direction and stability.

Key Players & Entities

• Evolv Technologies Holdings, Inc. (company) — Registrant
• NewHold Investment Corp. (company) — Former Company Name

FAQ

Key Financial Figures

• $0.0001 — tered Class A common stock, par value $0.0001 per share EVLV The Nasdaq Stock Mar
• $540,000 — i will receive an annual base salary of $540,000 and, commencing with fiscal year 2025,
• $6,000 — ierski will receive a travel stipend of $6,000 per month during his first year of empl
• $3,000 — r of employment and a travel stipend of $3,000 per month during his second year of emp
• $15,000 — oyment. The Company will also pay up to $15,000 of Mr. Kedzierski's counsel fees incurr

Filing Documents

• tm2430438d1_8k.htm (8-K) — 39KB
• tm2430438d1_ex10-1.htm (EX-10.1) — 52KB
• tm2430438d1_ex99-1.htm (EX-99.1) — 14KB
• tm2430438d1_ex10-1img001.jpg (GRAPHIC) — 7KB
• tm2430438d1_ex99-1img001.jpg (GRAPHIC) — 7KB
• tm2430438d1_ex99-1img002.jpg (GRAPHIC) — 48KB
• tm2430438d1_ex99-1img003.jpg (GRAPHIC) — 1KB
• 0001104659-24-126542.txt ( ) — 432KB
• nhic-20241206.xsd (EX-101.SCH) — 3KB
• nhic-20241206_def.xml (EX-101.DEF) — 26KB
• nhic-20241206_lab.xml (EX-101.LAB) — 36KB
• nhic-20241206_pre.xml (EX-101.PRE) — 25KB
• tm2430438d1_8k_htm.xml (XML) — 5KB

02 Departure of Directors or

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On December 9, 2024, Evolv Technologies Holdings, Inc. (the "Company") announced that the Board of Directors of the Company (the "Board") appointed John Kedzierski as the Company's new President and Chief Executive Officer and as a Class I member of the Board with a term ending at the Company's annual meeting of stockholders to be held in 2025, in each case, effective December 16, 2024 (the "Effective Date"). As a non-independent director, Mr. Kedzierski will not serve on any committees of the Board and will not receive any fees related to his service as a member of the Board. On the Effective Date, Mr. Kedzierski will succeed Michael Ellenbogen, who has served as the Company's Interim President and Chief Executive Officer since October 30, 2024. Mr. Ellenbogen will continue to serve as the Company's Chief Innovation Officer and as a member of the Board. John Kedzierski, 46, was Senior Vice President of Global Enterprise Sales at Motorola Solutions, Inc. (NYSE: MSI) ("Motorola Solutions") from October 2023 to October 2024. Mr. Kedzierski was responsible for leading Motorola Solutions' global sales efforts for all enterprise verticals. Previously, Mr. Kedzierski served as Senior Vice President and General Manager of Video Security and Access Control at Motorola Solutions, from July 2019 to October 2023. In that role, he was responsible for all facets of the business, including product management, research and development, sales, and marketing, which grew both organically and through acquisition during his tenure. Immediately prior to leading Motorola Solutions' Video Security and Access Control business, Mr. Kedzierski served as Motorola Solutions' Corporate Vice President of Systems and Infrastructure products from October 2017 to July 2019. From September 2015 to October 2017, Mr. Kedzierski was Corporate V

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On December 9, 2024, the Company issued a press release announcing the foregoing, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information contained under Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1), shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as may be expressly set forth by specific reference in such filing.

01 Financial Statements

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1* Offer Letter between Evolv Technologies Holdings, Inc. and John Kedzierski 99.1 Press Release, dated December 9, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Certain of the exhibits to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The registrant agrees to furnish a copy of all omitted exhibits to the SEC upon its request.

SIGNATURES

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. Evolv Technologies Holdings, Inc. Date: December 9, 2024 By: /s/ Rachel Roy Name: Rachel Roy Title: General Counsel and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR