Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On November 10, 2021, the Company announced the resignation of John Toth as
Chief Financial Officer effective as of November 12, 2021. In connection with
Mr. Toth's resignation, the Company has entered into a release agreement with
Mr. Toth (the "Release Agreement"), to be effective as of November 12, 2021,
providing for a mutual general release of claims and certain other standard
provisions, as well as an advisor agreement with Mr. Toth (the "Advisor
Agreement"), to be effective as of November 12, 2021, pursuant to which Mr. Toth
will provide certain ongoing advisory services to the Company until March 31,
2022, which advisory services qualify as continued service pursuant to the terms
of Mr. Toth's restricted stock agreement and as a result Mr. Toth's outstanding
restricted stock award shall continue to vest during the term of the Advisor
Agreement. In addition, the Company will pay Mr. Toth a fee equal to $50,000, to
be paid monthly in three equal installments of $16,667.67, in exchange for
services to be performed under the Advisor Agreement.
The above description is a summary of the Release Agreement and the Advisor
Agreement and does not purport to be complete and is subject to, and is
qualified in its entirety by reference to the full text of the Release Agreement
and the Advisor Agreement, which are filed as Exhibit 10.1 and Exhibit 10.2,
respectively, with this Current Report on Form 8-K and are incorporated herein
by reference.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On November 22, 2021, The Original BARK Company (the "Company") changed its
corporate name to BARK, Inc. (the "Name Change"), pursuant to an amended and
restated certificate of incorporation, filed with the Delaware Secretary of
State on November 22, 2021 (the "Third Amended and Restated Certificate of
Incorporation"). The Third Amended and Restated Certificate of Incorporation
also changed the Company's registered agent to the Corporation Trust Company and
the location of its registered office in the State of Delaware to 1209 Orange
Street, Wilmington, Delaware 19801. Pursuant to Delaware law, a shareholder vote
was not necessary to effectuate the Name Change or the change in registered
agent and registered office, and neither affects the rights of the Company's
shareholders. The Company also amended and restated its bylaws on November 22,
2021 to reflect the Name Change. The only change to the Company's Second Amended
and Restated Bylaws is the change of the Company's corporate name from The
Original BARK Company to BARK, Inc.
Copies of the Company's Third Amended and Restated Certificate of Incorporation
and the Second Amended and Restated Bylaws are filed as Exhibit 3.1 and Exhibit
3.2, respectively, with this Current Report on Form 8-K and are incorporated
herein by reference.
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Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. Description
3.1 Third Amended and Restated Certificate of Incorporation of BARK Inc., as of
November 22, 2021.
3.2 Second Amended and Restated Bylaws of BARK, Inc., as of November 22, 2021.
10.1 Release Agreement between the Company and John Toth dated November 20,
2021.
10.2 Advisor Agreement between the Company and John Toth dated November 20,
2021.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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