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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):January 8,
2018
Pharma-Bio
Serv, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State
or Other Jurisdiction of Incorporation)
0-50956
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20-0653570
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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6 Road
696, Dorado, Puerto Rico
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00646
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(787)
278-2709
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(Registrant’s
Telephone Number, Including Area Code)
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(Former
Name or Former Address, if Changed Since Last Report)
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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 (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))
Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR §240.12b-2).
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
January 8, 2018, Pharma-Bio Serv, Inc. (the “Company”)
amended the Consulting Agreement, dated January 1, 2014, as
amended, by and among the Company, Strategic Consultants
International, LLC (“Consultant”) and Elizabeth Plaza
(the “Consulting Agreement”), effective January 1, 2018
(the “Amendment”). The Amendment extends the
term of the Consulting Agreement for an additional year to December
31, 2018 (the “Extension Term”). The Company will
compensate Consultant a monthly retainer of $33,700 during the
Extension Term. Additionally, in the event the Company
achieves at least eighty percent (80%) of its budget for the year
ending October 31, 2018, Consultant shall receive a payment in the
amount of $100,000 (the “Incentive Fee”). If the
Company achieves one hundred percent (100%) or more of its budget
for the year ending October 31, 2018, the Incentive Fee shall be
$120,000. All other terms and conditions of the Consulting
Agreement remain the same.
Item 9.01. Financial Statements
and Exhibits.
(d) Exhibits
Exhibit No.
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Description
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Consulting
Agreement Amendment, dated January 8, 2018, by and among Pharma-Bio
Serv, Inc., Strategic Consultants International, LLC and Elizabeth
Plaza, effective January 1, 2018.
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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.
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PHARMA-BIO SERV,
INC.
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Date: January 8,
2018
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By:
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/s/
Pedro
J. Lasanta
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Pedro J.
Lasanta
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Chief Financial
Officer, Vice President Finance and Administration and
Secretary
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