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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): December 26, 2022

 

DOCGO INC. 

(Exact name of registrant as specified in its charter)

 

Delaware   001-39618   85-2515483
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

35 West 35th Street, Floor 6, New York, New York   10001
(Address of principal executive offices)   (Zip Code)

 

(844) 443-6246

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class  

Trading Symbol(s)

 

Name of each exchange on
which registered

Common stock, par value $0.0001 per share   DCGO   The Nasdaq Stock Market LLC

 

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

As previously disclosed in a Current Report on Form 8-K filed on November 7, 2022, on November 6, 2022, Stan Vashovsky notified the Board of Directors (the “Board”) of DocGo Inc. (the “Company”) that he intends to retire from the Company and step down as the Company’s Chief Executive Officer, director and Chairman of the Board, effective as of December 31, 2022 (the “Effective Time”). In connection with Mr. Vashovsky’s retirement, the Board appointed Anthony Capone, the Company’s current President, to succeed Mr. Vashovsky as the Chief Executive Officer of the Company, effective upon the Effective Time. In addition, the Board also appointed Ira Smedra, an independent Class I director of the Board, to succeed Mr. Vashovsky as Chairman of the Board, effective upon the Effective Time. At the time, Mr. Vashovsky agreed to continue consulting with the Company through 2023.

 

On December 29, 2022 the Company announced that, while Mr. Vashovsky will retire as the Chief Executive Officer of the Company, as previously disclosed, he will continue serving as a non-executive Chairman of the Board given the strong growth outlook for the Company. As previously disclosed, current President Anthony Capone will assume the role of the Company’s Chief Executive Officer beginning on January 1, 2023, and Mr. Smedra will continue serving as a director on the Board. In connection with his service as non-executive Chairman of the Board, Mr. Vashovsky will be eligible to receive the following compensation: (i) quarterly equity awards, each having a grant date fair value of approximately $79,500, and (ii) Company-paid continued COBRA coverage until the earlier of the expiration of his eligibility under COBRA or his ceasing to serve as non-executive Chairman of the Board.

 

A copy of the press release announcing Mr. Vashovsky’s continued chairmanship of the Board is attached to this Current Report on Form 8-K as Exhibit 99.1.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
99.1   Press release of DocGo Inc. dated December 29, 2022
104   Cover Page Interactive Data File (formatted as Inline XBRL)

 

1

 

 

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.

 

  DOCGO INC.
     
  By: /s/ Andre Oberholzer
    Name:  Andre Oberholzer
    Title: Chief Financial Officer

 

Date: December 29, 2022

 

 

 

 

Exhibit 99.1

 

DocGo Announces Stan Vashovsky to Continue to Serve as Chairman of its Board of Directors 

 

NEW YORK (December 29, 2022) – (Business Wire) – DocGo Inc. (Nasdaq: DCGO), a leading provider of last-mile mobile health services, announced today that its co-founder and current Chairman of the Board and Chief Executive Officer Stan Vashovsky will continue to serve as non-executive Chairman of its Board of Directors beginning on January 1, 2023 and following his retirement as Chief Executive Officer of the Company. The company had previously announced that Mr. Vashovsky will retire as Chief Executive Officer of the Company as of December 31, 2022 and step down from the Board of Directors and his Chairman position at the same time. The company believes it is in its best interests to have Mr. Vashovsky continue to serve as Chairman given DocGo’s strong growth outlook. Ira Smedra, who was to succeed Mr. Vashovsky as Chairman on January 1, 2023, will continue serving as a member of DocGo’s Board of Directors. As previously disclosed, current President Anthony Capone will succeed Mr. Vashovsky as Chief Executive Officer beginning on January 1, 2023.

 

Mr. Vashovsky stated, “Given our recent strong sales pipeline activity and several strategic initiatives, I will remain Chairman of the Board to help guide the Company through multiple new program implementations with both new and existing customers.”

 

“We are pleased that Stan will continue to play an active role at DocGo, and I look forward to partnering with him as we execute on our growth strategies in the future,” said Mr. Capone.

 

About DocGo

 

DocGo is a leading provider of last-mile mobile care services. DocGo is disrupting the traditional four-wall healthcare system by providing high quality, highly affordable care to patients where and when they need it. DocGo's innovative technology and dedicated field staff of certified health professionals elevate the quality of patient care and drive business efficiencies for facilities, hospital networks, and health insurance providers. With Mobile Health, DocGo empowers the full promise and potential of telehealth by facilitating healthcare treatment, in tandem with a remote physician, in the comfort of a patient's home or workplace. Together with DocGo's integrated Ambulnz medical transport services, DocGo is bridging the gap between physical and virtual care. For more information, please visit www.docgo.com.

 

 

 

 

Forward-Looking Statements

 

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements that address our expected future business and financial performance and statements about (i) our plans, objectives and intentions with respect to future operations, services and products, including leadership transitions, (ii) our competitive position and opportunities, including our ability to realize the benefits from our operating model, and (iii) other statements identified by words such as “may”, “will”, “expect”, “intend”, “plan”, “potential”, “believe”, “seek”, “could”, “estimate”, “judgment”, “targeting”, “should”, “anticipate”, “predict” “project”, “aim”, “goal”, “outlook”, “guidance”, and similar words, phrases or expressions. These statements are based on current expectations and beliefs and are subject to uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements in this press release due to the risks, uncertainties and other factors described in the Company’s filings with the Securities and Exchange Commission. More detailed information about factors that could affect future results is contained in our filings with the Securities and Exchange Commission. The “forward-looking statements” included in this press release are made only as of the date of this release. We do not have and do not undertake any obligation to publicly update any “forward-looking statements” to reflect subsequent events or circumstances, and we expressly disclaim any such obligation, except as required by law or regulation.

 

Media Contact:

Malory Van Guilder

Skyya PR for DocGo

malory@skyya.com

651-335-0585

 

Investor Contacts:

Mike Cole

DocGo

949-444-1341

mike.cole@docgo.com

ir@docgo.com

 

Steve Halper

LifeSci Advisors

646-876-6455

shalper@lifesciadvisors.com

ir@docgo.com