Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 15, 2020, INVO Bioscience, Inc. (the "Company") entered into an
employment agreement (the "Employment Agreement") with Michael Campbell to
continue serving as the Company's Chief Operating Officer and Vice President of
Business Development, a position he has held since February 2019. Mr. Campbell's
compensation will consist of an annual base salary of $220,000, and a target
annual incentive bonus of up to 50% of his base salary if the Company achieves
goals and objectives determined by the board of directors.
In connection with the Employment Agreement, on January 17, 2020, the Company
granted Mr. Campbell 1,000,000 shares of Company common stock, and an option to
purchase 4,000,000 shares of Company common stock (the "Option") at an exercise
price of $0.21378 per share. One quarter of the Option vested upon grant, and
the remainder vests in monthly increments over a period of two years from the
date of grant.
Mr. Campbell is also entitled to customary benefits, including health insurance
and participation in employee benefit plans. The Employment Agreement provides
that if Mr. Campbell terminates the Employment Agreement for "cause" (as defined
in the Employment Agreement) or the Company terminates the Employment Agreement
without "cause," then he will continue to receive his base salary and certain
insurance benefits for three months after termination. The Company may terminate
the Employment Agreement without "cause' on 60 days' notice.
This description of the Employment Agreement is qualified in its entirety by the
agreement filed as Exhibit 10.1 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description of Exhibit
10.1 Employment Agreement, dated January 15, 2020
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