Kindly MD, Inc. Files 8-K on Officer Changes & Compensation

TL;DR

Kindly MD leadership shuffle and comp details out in new 8-K.

AI Summary

Kindly MD, Inc. filed an 8-K on December 8, 2025, reporting on the departure of directors or certain officers, the election of directors, the appointment of certain officers, and compensatory arrangements. The filing also includes Regulation FD disclosures and financial statements/exhibits.

Why It Matters

This filing provides crucial updates on the company's leadership and executive compensation, which can significantly impact investor confidence and strategic direction.

Risk Assessment

Risk Level: medium — Changes in directors and officers, along with details on compensatory arrangements, can signal shifts in company strategy or internal dynamics that may pose risks.

Key Players & Entities

• Kindly MD, Inc. (company) — Registrant
• December 8, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.001 — ch Registered Common Stock, par value $0.001 NAKA The Nasdaq Stock Market LLC
• $450,000 — n will receive an annual base salary of $450,000, and will be eligible for annual incent
• $1,000,000 — -based restricted stock units valued at $1,000,000, which will vest over a four-year perio
• $300,000 — n will receive an annual base salary of $300,000 and will be eligible for annual incenti
• $600,000 — stock units with a grant-date value of $600,000. Such award will vest over a four-year

Filing Documents

• ea0268789-8k_kindlymd.htm (8-K) — 42KB
• ea026878901ex10-1_kindlymd.htm (EX-10.1) — 94KB
• ea026878901ex10-2_kindlymd.htm (EX-10.2) — 91KB
• ea026878901ex99-1_kindlymd.htm (EX-99.1) — 17KB
• 0001213900-25-118971.txt ( ) — 506KB
• nakaw-20251208.xsd (EX-101.SCH) — 4KB
• nakaw-20251208_def.xml (EX-101.DEF) — 26KB
• nakaw-20251208_lab.xml (EX-101.LAB) — 36KB
• nakaw-20251208_pre.xml (EX-101.PRE) — 25KB
• ea0268789-8k_kindlymd_htm.xml (XML) — 5KB

02. Departure of Directors or Certain

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of Chief Financial Officer On December 8, 2025, the Board of Directors (the " Board ") of Kindly MD, Inc., a Utah corporation (the " Company ") appointed Teresa Gendron, age 56, as Chief Financial Officer of the Company, effective December 8, 2025 (the " Effective Date "). Ms. Gendron will also serve as the Company's Treasurer. Ms. Gendron will replace Jared Barrera, who will step down from the role of Chief Financial Officer and into a role as Senior Vice President of Finance, effective immediately. Mr. Barrera's employment agreement, initially dated September 1, 2023, will continue and there will be no changes to the terms of the employment, other than his role. Prior to her appointment, Ms. Gendron served as Chief Financial Officer of Markel Group Inc., a publicly traded insurance and investments company listed on the New York Stock Exchange, from March 2023 to December 2023, and as Chief Financial Officer of Jefferies Financial Group Inc., a publicly traded financial services company listed on the New York Stock Exchange, from September 2014 to March 2023. Since July 2021, she has served as a director and Audit Committee member of Hillman Solutions Corp., a publicly traded company. Ms. Gendron holds a bachelor's degree in accounting from the University of Virginia, and an MBA degree from Georgetown University. There are no arrangements or understandings between Ms. Gendron and any other person pursuant to which Ms. Gendron was appointed to serve as the Chief Financial Officer of the Company. There are no family relationships between Ms. Gendron and any of the Company's directors or executive officers. Ms. Gendron has no direct or indirect material interest in any existing or currently proposed transaction that would require disclosure under Item 404(a) of Regulation S-K. In connection wit

01. Regulation FD Disclosures

Item 7.01. Regulation FD Disclosures. On December 8, 2025 the Company issued a press release announcing the appointment of Ms. Gendron as the Company's new Chief Financial Officer, and the appointment of Mr. Dalton as the Company's Chief Accounting Officer, a copy of which is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference. Exhibit 99.1 contains forward-looking statements. These forward-looking statements are not guarantees of future performance and involve risks, uncertainties, and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed in these forward-looking statements. The information set forth under Item 7.01 of this Current Report on Form 8-K ("Current Report"), including Exhibit 99.1 attached hereto, is being furnished and 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 such section. The information in Item 7.01 of this Current Report, including Exhibit 99.1, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing, except as expressly set forth by specific reference in such a filing. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description of Exhibit 10.1# Employment Agreement with Teresa Gendron, dated December 8, 2025 10.2# Employment Agreement with John Dalton, dated December 8, 2025 99.1 Press Release, dated December 8, 2025 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. # Indicates a management contract or any compensatory plan, contract or arrangement. 2

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, hereunder duly authorized. KINDLY MD, INC. Dated: December 8, 2025 By : /s/ David Bailey David Bailey Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR