8-K 1 crvw-8k_123117.htm CURRENT REPORT



Washington, D.C. 20549



Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 31, 2017


(Exact name of registrant as specified in its charter)

Nevada 000-54090 95-4659068

(State or other jurisdiction of incorporation)


(Commission File Number) (IRS Employer Identification No.)

405 State Highway 121, Suite B-240, Lewisville, TX 75067

(Address of principal executive offices and Zip Code)

(972) 943-6050

(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 CFR240.14d2(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 12v-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, individual 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 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective December 31, 2017, CareView Communications, Inc. (the "Company") accepted the resignation of Jon E. Freeman as its Chief Financial Officer, Secretary and Treasurer. The Company and Mr. Freeman mutually agreed to terminate Mr. Freeman's employment pursuant to the terms of his employment agreement and to release each other from their respective obligations thereunder. The Company agreed to pay Mr. Freeman an amount equal to two months' salary. Mr. Freeman's resignation letter states that his resignation was not the result of a disagreement with the Company or any matter relating to the Company's operations, financial statements, policies or practices.

The foregoing description of the resignation letter is qualified in its entirety by reference to the full text of the resignation letter which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits.

10.1   Resignation Letter of Jon Freeman dated December 31, 2017.*


*Filed herewith.




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.

  By: /s/Steven G. Johnson
    Steven G. Johnson
    Chief Executive Officer