Item 1.01. Entry into a Material Definitive Agreement.
Disclosure about an Employment Agreement between Mobiquity Technologies, Inc.
and Don (Trey) W. Barrett III in Item 5.02 is incorporated by reference into
this Item 1.01.
Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On January 4, 2022 Don (Trey) W. Barrett III accepted the position of Chief
Operations and Strategy Officer of Mobiquity Technologies, Inc. The Company
entered into an Employment Agreement with Mr. Barrett, effective as of January
1, 2022, for an initial term of two years, which may be renewed for successive
one-year terms, with an annual salary of $275,000. Mr. Barrett will be entitled
to an annual bonus of up to 100% of his annual salary each year based on the
attainment of performance standards, targets or goals which will be mutually
agreed upon by the Company and Mr. Barrett.
Mr. Barrett was granted non-statutory options to purchase up to 150,000 shares
of common stock, at a price of $4.565 per share out of the Company's 2021
Employee Benefit and Consulting Services Compensation Plan. The options will
vest in three substantially equal annual installments of 50,000 shares each on
the first, second and third anniversaries of the date of the Employment
Agreement provided Mr. Barrett is employed by the Company on those dates,
subject to acceleration if Mr. Barrett is terminated without cause, he resigns
for good reason, or certain change of control events occur.
Additionally, Mr. Barrett was granted 25,000 shares of restricted stock as a
signing bonus pursuant to his Employment Agreement, and not out of any other
plan, which will vest in full on the six-month anniversary of the date of his
Employment Agreement provided he is employed by the Corporation on that date.
Mr. Barrett's employment Agreement contains customary provisions permitting the
Company to terminate Mr. Barrett's employment for cause or Mr. Barrett's
disability, and entitling Mr. Barrett to terminate his employment for good
reason, before the end of the contractual employment period.
Under the Employment Agreement, Mr. Barrett would be entitled to payment of an
amount equivalent to his annual salary for a period of 12 months after
termination if his employment is terminated by the Company without cause or due
to his disability, or Mr. Barrett terminates his employment for good reason.
Additionally, if Mr. Barrett's employment is not renewed at the end of the
initial employment period or any renewal period, Mr. Barrett would be entitled
to payment of an amount equivalent to his annual salary for a period of nine
months after termination.
Item 7.01 Regulation FD Disclosure
On January 6, 2022, the Company issued a press release announcing the engagement
of Mr. Barrett as the Company's Chief Operations and Strategy Officer. A copy of
the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K
and is incorporated herein by reference.
The Company is furnishing the information in this Item 7.01 and in Exhibits 99.1
and 99.2 to comply with Regulation FD. Such information, including Exhibits 99.1
and 99.2, shall not be deemed "filed" for any purpose, including for the
purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), or otherwise subject to the liabilities of that Section. The
information in this Item 7.01, including Exhibits 99.1 and 99.2, shall not be
deemed incorporated by reference into any filing under the Securities Act of
1933 as amended, or the Exchange Act, regardless of any general incorporation
language in such filings.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
99.1 Press Release dated January 6, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
2
© Edgar Online, source Glimpses
MOBIQUITY TECHNOLOGIES, INC. 
