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EX-10.1 - OMNIQ Corp.ex10-1.htm

 

 

 

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): April 28, 2017 (April 24, 2017)

 

QUEST SOLUTION, INC.

(Exact name of registrant as specified in charter)

 

Delaware   000-09047   20-3454263
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)

 

860 Conger Street, Eugene, OR 97402

(Address of Principal Executive Offices) (Zip Code)

 

(714) 899-4800

(Registrant’s Telephone Number, Including Area Code)

 

Not Applicable

(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 [X]

 

If an emerging growth company, indicate by check mart 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.

 

On October 1, 2016, the Company and Mr. Joseph Trombino entered into a Contractor Agreement (the “Contractor Agreement”) for Mr. Trombino to serve as the Company’s Chief Financial Officer. Mr. Trombino will allocate approximately 75% of his working time to providing services to the Company and 25% of his working time to providing services to QSG Inc. (formerly “Quest Solution Canada Inc.”).

 

This summary is qualified in its entirety by reference to the Contractor Agreement, a copy of which was attached as Exhibits 10.2 Current Report on Form 8-K filed with the Securities and Exchange Commission on November 30, 2016.

 

On April 24, 2017, the Company and Mr. Trombino entered into Amendment #1 to the Contactor Agreement (the “Amendment Agreement”), pursuant to which certain amendments were made to the Contractor Agreement though Mr. Trombino would continue to serve as the Company’s Chief Financial Officer and shall allocate 100% of his working time effective May 1, 2017 to the Company.

 

The foregoing description of the terms of the Amendment Agreement is not complete and is qualified in its entirety by reference to the full text of the Amendment Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and are incorporated by reference herein.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit    
Number   Description
     
10.1   Amendment #1 to the Contactor Agreement dated April 24, 2017, by and between Quest Solution, Inc. and Mr. Joseph Trombino

 

 
  

 

SIGNATURE

 

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.

 

Date: April 28, 2017

 

QUEST SOLUTION, INC.
   
  By: /s/ Shai S. Lustgarten
    Shai S. Lustgarten
    Director, President and CEO