KORU Medical Systems Announces Board and Executive Changes

Ticker: KRMD · Form: 8-K · Filed: Aug 21, 2024 · CIK: 704440

Koru Medical Systems, Inc. 8-K Filing Summary
FieldDetail
CompanyKoru Medical Systems, Inc. (KRMD)
Form Type8-K
Filed DateAug 21, 2024
Risk Levelmedium
Pages6
Reading Time7 min
Key Dollar Amounts$0.01, $2.33, $25,000, $385,000
Sentimentneutral

Sentiment: neutral

Topics: governance, executive-compensation, board-changes

TL;DR

KORU board shakeup and exec pay adjustments announced.

AI Summary

KORU Medical Systems, Inc. announced on August 15, 2024, a change in its board of directors and executive compensation arrangements. Specifically, the company reported the departure of a director and the election of a new director, along with updates to the compensatory arrangements for certain officers.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy, governance, or financial outlook, impacting investor confidence.

Risk Assessment

Risk Level: medium — Board and executive changes can indicate internal shifts that may affect future performance or strategy.

Key Players & Entities

  • KORU Medical Systems, Inc. (company) — Registrant
  • August 15, 2024 (date) — Date of earliest event reported

FAQ

Who departed from the board of directors?

The filing indicates the departure of a director, but the specific name is not provided in the provided text.

Who was elected to the board of directors?

The filing states that a new director was elected, but the specific name is not provided in the provided text.

What is the date of the earliest event reported in this 8-K?

The date of the earliest event reported is August 15, 2024.

What is the principal executive office address for KORU Medical Systems, Inc.?

The principal executive offices are located at 100 Corporate Drive, Mahwah, NJ 07430.

What are the main items reported in this 8-K filing?

This 8-K filing reports on the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers, as well as financial statements and exhibits.

Filing Stats: 1,661 words · 7 min read · ~6 pages · Grade level 14.6 · Accepted 2024-08-21 17:25:11

Key Financial Figures

  • $0.01 — nge on which registered common stock, $0.01 par value KRMD The Nasdaq Stock Marke
  • $2.33 — The exercise price of these Options is $2.33 per share, which was the arithmetic mea
  • $25,000 — ust 18, 2024: a base salary increase of $25,000 to $385,000, and an increase to his bon
  • $385,000 — 4: a base salary increase of $25,000 to $385,000, and an increase to his bonus potential

Filing Documents

02

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (e) Long-Term Incentive Program On August 15, 2024, the Compensation Committee (the "Committee") of the Board of Directors (the "Board") of KORU Medical Systems, Inc. (the "Company") approved a Long-Term Incentive Program ("LTIP"), the purpose of which is to incentivize the retention and performance of executives and certain other employees of the Company through annual equity-based awards, and made awards to participants including the following executive officers (the "Executive Participants"): Linda Tharby, President and Chief Executive Officer; Thomas Adams, Chief Financial Officer; Kenneth Miller, Chief Commercial Officer; and Christopher Pazdan, Chief Operating Officer. All awards under the LTIP will be granted under, and in accordance with, the Company's 2024 Omnibus Equity Incentive Plan (the "Plan"). The LTIP will be administered by the Committee. Participants in the LTIP are (i) "executive participants", which are officers of the Company who are subject to Section 16 of the Securities Exchange Act of 1934, as amended, (ii) "management participants", which are management-level employees with "vice president" titles, and (iii) "other participants", which are certain other employees identified by the Committee upon the recommendation of the CEO. Each fiscal year of the Company, each participant will have an aggregate target value for such year's awards under the LTIP. Unless otherwise determined by the Committee, for each executive participant, the aggregate target value shall be based on median market and peer data provided by a compensation consultant selected by the Committee, multiplied by a percentage determined by the Committee (and upon the recommendation of the CEO with respect to other participants) taking into account the participant's experience and position with the Company. The number o

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 KORU Medical Systems, Inc. Long-Term Incentive Program 10.2 Form of Restricted Stock Unit Award Agreement 10.3 Form of Performance Stock Unit Award Agreement 10.4 Form of Nonqualified Stock Option Award Agreement 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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. KORU Medical Systems, Inc. (Registrant) Date: August 21, 2024 By: /s/ Linda Tharby Linda Tharby President and Chief Executive Officer - 3 -

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