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): | March 9, 2018 |
| Hudson Global, Inc. |
(Exact name of registrant as specified in its charter)
| Delaware | 000-50129 | 59-3547281 | ||
(State or other jurisdiction of incorporation) |
(Commission
File |
(IRS
Employer |
| 1325 Avenue of the Americas, New York, New York 10019 |
(Address of principal executive offices, including zip code)
| (212) 351-7300 |
(Registrant’s telephone number, including area code)
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))
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 March 9, 2018, Hudson Global, Inc. (the “Company”) entered into an amendment (the “Amendment”) to the employment agreement, dated as of August 7, 2015 (“Employment Agreement”), with Patrick Lyons, the Company’s Chief Financial Officer and Chief Accounting Officer. The Amendment changes the bonus payable to Mr. Lyons in the event of his termination following a Change in Control (as defined in the Agreement) of the Company from a “pro rata target bonus” to a “target bonus.”
The foregoing description of the Amendment to the Agreement is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
| Item 9.01. | Financial Statements and Exhibits. |
| (a) | Not applicable. |
| (b) | Not applicable. |
| (c) | Not applicable. |
| (d) | Exhibits. |
The exhibit listed in the Exhibit Index below is filed as part of this report.
Exhibit Index
| Exhibit | ||
| Number | ||
| (10.1) | Amendment to Employment Agreement, dated as of March 9, 2018, between Hudson Global, Inc. and Patrick Lyons. |
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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.
| HUDSON GLOBAL, INC. | ||
| Date: March 9, 2018 | By: | /s/ Stephen A. Nolan |
| Stephen A. Nolan | ||
| Chief Executive Officer | ||
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