UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
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Item 1.01 Entry Into a Material Definitive Agreement.
On March 23, 2023, we entered into a stock repurchase agreement (the “Stock Repurchase Agreement”) with Daniel H. Spence, a former director of our company, pursuant to which we repurchased 200,000 shares of common stock held by Mr. Spence (the “Repurchase”). The purchase price per share was equal to ninety percent (90%) of the volume-weighted average price of the common stock listed on the Nasdaq Global Market for the ten (10) trading days ending on March 23, 2023, resulting in a total purchase price of $666,018.00. We will repurchase the shares of common stock using available cash.
The Stock Repurchase Agreement granted to us a right of first refusal to purchase all or any portion of common stock that Mr. Spence may propose to transfer in any assignment, sale, offer to sell, pledge, mortgage, hypothecation, encumbrance, disposition of or any other like transfer of encumbering of any common stock proposed by Mr. Spence, at the same price and on the same terms and conditions as those offered to the prospective transferee.
Mr. Spence also constituted and appointed our Chief Executive Officer, General Counsel, and Chief Financial Officer as proxies of Mr. Spence, with full power of substitution, to vote all shares of common stock owned by Mr. Spence as such proxies shall determine in their sole discretion with respect to any and all matters that are brought to a vote by the stockholders of our company.
The Stock Repurchase Agreement contains customary representations, warranties, and covenants of the parties thereto. The foregoing description of the Stock Repurchase Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the document attached hereto as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| Exhibit No. | Description | |
| 10.1 | Stock Repurchase Agreement, dated March 23, 2023, by and between Paysign, Inc. and Daniel H. Spence | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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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PAYSIGN, INC.
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| Date: March 27, 2023 | By: /s/ Mark Newcomer |
| Mark Newcomer, Chief Executive Officer |
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