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): September 16, 2024
NEXALIN TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
| Delaware | | 001-41507 | | 27-5566468 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
1776 Yorktown, Suite 550
Houston, TX 77056
Registrant’s telephone number, including area code: (832) 260-0222
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | 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 $0.001 per share | | NXL | | The Nasdaq Stock Market LLC |
| | | | | |
| Warrants, each exercisable for one share of Common Stock | | NXLIW | | 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. |
On September 16, 2024, Nexalin Technology, Inc. (“Nexalin”) appointed Carolyn Shelton as Senior Vice President Quality, Regulatory and Clinical Affairs, effective as of September 16, 2024.
Prior to joining Nexalin, Ms. Shelton, age 62, served as Vice President, Regulatory, Quality and Clinical of Openwater Health, LLC, Vice President, Worldwide Regulatory, Quality, Medical Affairs, and Product Steward for Advanced Sterilization Products, Inc., and Vice President, Regulatory, Quality, Medical Affairs, and Clinical for Medtronic.
Nexalin entered into a letter agreement (the “Letter Agreement”) with Ms. Shelton in connection with her appointment as Senior Vice President Quality, Regulatory and Clinical Affairs. The Letter Agreement provides that Ms. Shelton will receive an annual base salary of $300,000. In addition, Ms. Shelton will be eligible for an annual discretionary bonus of $40,000 based on the achievement of certain performance milestones. Nexalin has also agreed to grant Ms. Shelton, subject to approval of the Board of Directors and based on the achievement of certain milestones, stock options pursuant to the Company’s 2023 Equity Incentive Plan to purchase shares of the Company’s Common Stock with a value of $60,000 (determined based on the exercise price approved by the Board). Such options will vest equally over a three year period, beginning on September 16, 2025.
Other than the Letter Agreement, there is no arrangement or understanding with any person pursuant to which Ms. Shelton was appointed as Nexalin’s Senior Vice President Quality, Regulatory and Clinical Affairs, and there are no family relationships between Ms. Shelton and any director or executive officer of Nexalin. Additionally, there are no transactions between Ms. Shelton and Nexalin that would be required to be reported under Item 404 of Regulation S-K.
A copy of the Letter Agreement is being filed as Exhibit 10.1 to this Current Report on Form 8-K.
| Item 9.01. | Financial Statements and Exhibits. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| | NEXALIN TECHNOLOGY, INC. |
| | |
| | By: | /s/ Mark White |
| | | Mark White |
| | | Chief Executive Officer |
Dated: September 19, 2024
