8-K

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): October 24, 2018

HyreCar Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-38561	47-248087
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

355 South Grand Avenue, Suite 1650 Los Angeles, California	90071
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (888) 688-6769

N/A

(Former name or former address, if changed since last report)

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 (§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

Appointment of Chief Operating Officer

Effective October 24, 2018, the Board of Directors of HyreCar Inc. (the “Company”) appointed Mr. Henry Park as Chief Operating Officer of the Company.

In connection with Mr. Park’s appointment as Chief Operating Officer, the Company has entered into an Employment Agreement with Mr. Park (the “Park Employment Agreement”), pursuant to which he will receive a base salary at the annual rate of $175,000, payable in accordance with the Company’s standard payroll schedule, and stock options to purchase up to 140,000 shares of common stock under the Company’s 2018 Equity Incentive Plan, which vests as follows: 25% of the options shall vest on the first anniversary of the Vesting Commencement Date (as defined in the Park Employment Agreement); and (ii) the remaining 75% of the options shall vest and become exercisable in 12 successive equal quarterly installments.

The foregoing descriptions of the Park Employment Agreement is qualified in its entirety by reference to the text of such agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

On October 29, 2018, the Company issued a press release announcing the appointment of Mr. Park as Chief Operating Officer. A copy of the press release is attached hereto as Exhibit 99.1.

Set forth below is the biographical information of Mr. Park, as required by Item 401 of Regulation S-K.

Henry Park, age 47, has over 15 years of national and local sales and marketing experience in enterprise sales and digital marketing. Prior to joining HyreCar, from February 2016 to October 2018, Mr. Park was Chief Operating Officer and Head of Marketing at SearchForce, a paid search and social media bid management platform for digital marketers, where he oversaw the development and integration of successful marketing plans and media strategies. From February 2008 to February 2016, Mr. Park served as the Executive Director of Traffic Acquisition at YP.com, where he established strategies for lead acquisition for thousands of local advertisers.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
10.1	Employment Agreement by and between the Company and Henry Park
99.1	Press release issued by HyreCar Inc. on October 29, 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.

	HYRECAR INC.
Date: October 30, 2018	By:	/s/ Joseph Furnari
		Joseph Furnari
		Chief Executive Officer

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EX-10.1

Exhibit 10.1

Offer Letter for Henry Park 355 South Grand Ave, 1650 Los Angeles, CA 90013      

October 24, 2018

Henry Park

2906 Gertrude Avenue La Crescenta, CA 91214

Dear Henry:

Hyrecar Inc, a Delaware corporation (the “Company”), is pleased to offer you employment as a Chief Operating Officer reporting to the Company’s Chief Executive Officer. This is an offer of at will employment and is subject to the terms and conditions set forth in this letter agreement (this “Letter Agreement”) and maybe terminated by the Company at any time, for any reason, with or without cause.

1. Position. Your title will be Chief Operating Officer. This is a full-time position. By signing this Letter Agreement, you confirm to the Company that you currently have no such External Activities and that you have no contractual commitments or other legal obligations that would prohibit you from performing or would materially limit your capability to perform your duties for the Company.

2. Cash Compensation. The Company will pay you a base salary at the annual rate of $175,000, payable in accordance with the Company’s standard payroll schedule.

3. Employee Benefits. As a regular employee of the Company, you will be eligible to participate in Company-sponsored benefits, as in effect from time to time. In addition, you will be entitled to paid vacation in accordance with the Company’s vacation policy, as in effect from time to time.

4. Stock Option Grant. Subject to the approval of the Board, you will be granted an option (the “Option”) to purchase up to 140,000 shares of the Company’s common stock, par value $0.00001 per share (the “Shares”) at an exercise price equal to the closing price of the common stock on the date of grant, under the Company’s 2018 Equity Incentive Plan (the “Plan”). The Option will be subject to the terms and conditions of the Plan, as set forth in the Plan and the applicable Stock Option Grant Notice and Stock Option Agreement. Subject to the terms of forfeiture, termination and acceleration provided for in the Plan, each such Option shall vest as follows: (i) 25% of the Shares shall vest on the first anniversary of the Vesting Commencement Date (see above) and (ii) the remaining 75% of the shares subject to each Option shall vest and become exercisable in 12 successive equal quarterly installments.

5. Nondisclosure of Confidential Information. You shall not, without the prior written consent of the Board, use, divulge, disclose or make accessible to any other person, any Confidential Information pertaining to the business or affairs of the Company, except (i) while employed by the Company, in the business of and for the benefit of the Company, or (ii) when required to do so by a court of competent jurisdiction, by any governmental agency having supervisory authority over the business of the Company, or by any administrative body or legislative body with jurisdiction to order you to divulge, disclose or make accessible such information.

For purposes hereof, “Confidential Information” shall mean non-public information concerning financial data, strategic business plans, sales or marketing plans, or other proprietary marketing data, proprietary information, contracts or agreements with customers, vendors or consultants, and all other non-public, proprietary and confidential information of the Company that in any case is not otherwise available to the public (other than by your breach of the terms hereof).

Offer Letter for Henry Park 355 South Grand Ave, 1650 Los Angeles, CA 90013      

6. Restrictive Covenants.

6.1 Non-Solicitation. In consideration of your employment with the Company, participation in any stock, bonus or other incentive compensation plans of the Company, which you acknowledge is of direct benefit to you, you hereby covenant that, during the period commencing on the date hereof and ending on the two (2) year anniversary of your termination (the “Restricted Period”), you and your Affiliates (as defined herein) shall not directly or indirectly, through any other person:

(i) (a) employ, solicit or induce any individual who is, or was at any time during the one (1) year period prior to your termination, an employee or consultant of the Company, (b) cause such individual to terminate or refrain from renewing or extending his or her employment by or consulting relationship with the Company, or (3) cause such individual to become employed by or enter into a consulting relationship with the Company and its Affiliates or any other individual, person or entity; or

(ii) solicit, persuade or induce any Customer to terminate, reduce or refrain from renewing or extending its contractual or other relationship with the Company in regard to the purchase of products or services, performed, manufactured, marketed or sold by the Company or any other person in regard to the purchase of products or services similar or identical to those performed, manufactured, marketed or sold, by the Company. For purposes hereof, “Customer” means any individual, person or entity which is a customer of the Company or which was a customer of the Company within one (1) year prior to the termination of employment hereunder.

(iii) whether as owner, consultant, executive, partner, member, manager, officer, director, venturer, agent, through stock ownership, investment of capital, lending of money or property, rendering of services, or otherwise, engage or assist others to engage in the business of ride sharing in the Territory; provided, that you may own up to three (3%) percent of the outstanding shares of a company engaged in such business if such shares are listed on national securities exchange.

6.2 Non-Disparagement. You agree that neither you nor any of your Affiliates shall (i) in any way publicly disparage the Company, its equity holders, officers, directors, employees, agents or Affiliates, (ii) cause embarrassment or public humiliation to such persons or (iii) make any public statement that is adverse, inimical or otherwise detrimental to the interests of any such persons or the Company’s business at any time, including without limitation, during periods after the termination of this Agreement.

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Offer Letter for Henry Park 355 South Grand Ave, 1650 Los Angeles, CA 90013      

6.3 Certain Definitions. The following terms shall have the following meanings when used in this Agreement:

(i) “Affiliate” means, as to any person, a person that directly or indirectly through one or more intermediaries, controls or is controlled by, or is under common control with, the person specified. With respect to any natural person, the term Affiliate shall also include any member of said person’s immediate family, any family limited partnership or similar entity for said person and any trust, voting or otherwise, of which said person is a trustee or of which said person or any of said person’s immediate family is a beneficiary. With respect to any trust, the term Affiliate shall also include any beneficiary or trustee of such trust. For purposes of the foregoing, the term “control” and variations thereof means the possession of the power to direct or cause the direction of the management or policies of a person, whether through the ownership of voting securities, by contract or otherwise.

(ii) “Territory” means the United States.

7. Tax Matters.

7.1 Withholding. All forms of compensation referred to in this Letter Agreement are subject to reduction to reflect applicable withholding and payroll taxes and other deductions required by law.

7.2 Tax Advice. You are encouraged to obtain your own tax advice regarding your compensation from the Company. You agree that the Company does not have a duty to design its compensation policies in a manner that minimizes your tax liabilities, and you will not make any claim against the Company or its Board related to tax liabilities arising from your compensation.

8. Interpretation, Amendment and Enforcement. This Letter Agreement supersedes and replaces any prior agreements, representations or understandings (whether written, oral, implied or otherwise) between you and the Company and constitutes the entire agreement between you and the Company regarding the subject matter set forth herein. This Letter Agreement may not be amended or modified, except by an express written agreement signed by both you and a duly authorized officer of the Company. The terms of this Letter Agreement and the resolution of any disputes as to the meaning, effect, performance or validity of this Letter Agreement or arising out of, related to, or in any way connected with, this Letter Agreement, your employment with the Company or any other relationship between you and the Company (the “Disputes”) will be governed by California law, excluding laws relating to conflicts or choice of law. You and the Company submit to the exclusive personal jurisdiction of the federal and state courts located in Los Angeles County, California, in connection with any Dispute or any claim related to any Dispute. You acknowledge and agree that if any term or provision of this Agreement is deemed invalid or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall continue in full force and effect.

Please contact me if you have any questions or concerns.

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Offer Letter for Henry Park 355 South Grand Ave, 1650 Los Angeles, CA 90013      

Sincerely,

HYRECAR INC

/s/ Joe Furnari

Joe Furnari, Chief Executive Officer

I have read and understood, and herby accept this employment offer:

/s/ Henry Park

Name: Henry Park

October 24, 2018

Date

EX-99.1

Exhibit 99.1

HyreCar Appoints Henry Park as Chief Operating Officer

Leading Marketing Expert Joins HyreCar to Spearhead Growth Initiatives

LOS ANGELES, October 29, 2018 – HyreCar Inc. (NASDAQ:  HYRE) (the “Company”), the carsharing marketplace for ridesharing, today announced the appointment of Henry Park, a widely respected digital marketing thought leader, as Chief Operating Officer.

“I am pleased to announce the appointment of Henry Park as our Chief Operating Officer,” said Joe Furnari, CEO of HyreCar. “We are reaching a key inflection point in our company’s history, and as we continue along our growth path, I believe Henry’s unique skill set and industry contacts will play an important role in improving the pace of operational execution. I look forward to working closely with Henry to create value for our shareholders over the long-term.”

As part of HyreCar’s growth plan, Henry Park will be working with the Company’s leadership team to improve HyreCar’s end-to-end user funnel, streamline the rideshare insurance claims process and optimize customer service to improve the overall user experience.

“Ridesharing is undoubtedly the future of mass transportation and I am thrilled to join the management team of HyreCar, a clear innovator within the Mobility as a Service ecosystem,” added Park. “I am grateful to have the opportunity to work alongside such a diverse and skilled team to expand the HyreCar platform and solve some of the biggest bottlenecks facing the ridesharing industry today.”

Prior to joining HyreCar, Park was Chief Operating Officer and Head of Marketing at SearchForce, a paid search and social media bid management platform for digital marketers, where he oversaw the development and integration of successful marketing plans and media strategies. Previously, as the Executive Director of Traffic Acquisition at YP.com, Park established strategies for lead acquisition for thousands of local advertisers over his eight years there; as well as ensuring traffic and lead quality.

About HyreCar

HyreCar Inc. (NASDAQ: HYRE) actively operates in 34 states plus Washington, D.C. The Company’s carsharing marketplace for ridesharing was created to leverage technology and establish a presence in automotive asset sharing. Drivers and vehicle owners alike can utilize the platform to create an opportunity for themselves where one did not previously exist. By providing a safe, secure, and reliable marketplace, HyreCar helps both parties come together– one driver, one vehicle, one road at a time.

Forward Looking Statements

Statements in this release concerning HyreCar Inc.’s (“HyreCar” or the “Company”) future expectations and plans, including, but not limited to, HyreCar’s partnerships and technology solutions, its ability to add and maintain additional car listings from car dealers and consumer demand for cars to be used for ridesharing, may constitute forward looking statements for the purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995 and other federal securities laws and are subject to substantial risks, uncertainties and assumptions. You should not place reliance on these forward looking statements, which include words such as “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “may,” “continue,” “predict,” “potential,” “project” or similar terms, variations of such terms or the negative of those terms. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee such outcomes. HyreCar may not realize its expectations, and its beliefs may not prove correct. Actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, including, without limitation, market conditions and the factors described in the section entitled “Risk Factors” in HyreCar’s Prospectus, dated June 26, 2018, and HyreCar’s other filings made with the U. S. Securities and Exchange Commission. All such statements speak only as of the date made. Consequently, forward-looking statements should be regarded solely as HyreCar’s current plans, estimates and beliefs. Investors should not place undue reliance on forward-looking statements. HyreCar cannot guarantee future results, events, levels of activity, performance or achievements. HyreCar does not undertake and specifically declines any obligation to update, republish, or revise any forward-looking statements to reflect new information, future events or circumstances or to reflect the occurrences of unanticipated events, except as may be required by applicable law.

Media Relations:

Ronjini Joshua
The Silver Telegram
HyreCar@thesilvertelegram.com

Investor Contact:

Ted Haberfield
President, MZ Group – MZ North America
HYRE@mzgroup.us
Web: www.mzgroup.us