UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 14, 2022, the Company filed the Report to disclose that, effective December 31, 2022, the Board of Directors (the “Board”) of the Company appointed (i) Mr. Lee Bienstock as the Company’s President, in addition to his role as the Company’s Chief Operating Officer, (ii) Mr. Andre Oberholzer as the Company’s Treasurer and Executive Vice President of Capital Markets and Strategy, and (iii) Mr. Norman Rosenberg as the Company’s Chief Financial Officer, in addition to his role as the Chief Financial Officer of Ambulnz Holdings, LLC.
In consideration of these leadership changes, on March 16, 2023, the Compensation Committee (the “Committee”) of the Board approved the following changes to each executive’s compensation to be effective April 1, 2023:
| ● | Increase Mr. Bienstock’s base salary from $415,000 to $490,000 and his target annual bonus from 50% of base salary to 80% of base salary; |
| ● | Increase Mr. Oberholzer’s base salary from $412,000 to $490,000 and his target annual bonus from 60% of base salary to 75% of base salary; and |
| ● | Increase Mr. Rosenberg’s base salary from $321,000 to $425,000 and his target annual bonus from 38% to 75%. |
In addition, the Committee approved the grant of fully vested stock to Messrs. Bienstock, Oberholzer and Rosenberg, with a grant date fair value of approximately $18,750 for Mr. Bienstock, $19,500 for Mr. Oberholzer and $26,000 for Mr. Rosenberg, which reflects the amount that would have been paid to each executive if the base salary increases were made retroactive to January 1, 2023. The Committee also approved the grant of additional stock option awards to Messrs. Oberholzer and Rosenberg, with a grant date fair value of approximately $831,000 for Mr. Oberholzer and $531,000 for Mr. Rosenberg, each of which will vest in equal annual installments over four years. The stock awards and the stock options will be effective on the third trading day following the date the Company files its Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2023.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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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/ Anthony Capone | ||
| Name: | Anthony Capone | ||
| Title: | Chief Executive Officer | ||
Date: March 22, 2023
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