SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported): June 22, 2018
(Exact Name of Registrant as Specified
in its Charter)
|(State or other jurisdiction
780 Third Avenue, 12th Floor
New York, New York 10017
(Address of Principal Executive Offices
and Zip Code)
Registrant’s telephone number,
including area code: (646) 525-4319
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:
||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).
growth company ¨
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 Principal Officers;
Election of Directors; Appointment of Principal Officers.
On June 19, 2018, Anastasia Nyrkovskaya, Chief
Financial Officer, Principal Financial Officer and Principal Accounting Officer of XpresSpa Group, Inc. (the
“Company”), resigned from her positions at the Company to pursue other career interests. Ms. Nyrkovskaya has
agreed to remain with the Company in a reduced capacity through October 15, 2018, during which time she is expected to
transition certain projects while the Company completes an ongoing search for a new Chief Financial Officer.
Ms. Nyrkovskaya has entered into a separation agreement
with the Company, which will be subsequently filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2018.
On June 19, 2018, the Company named Janine Canale, who
currently serves as the Company’s Controller, to the additional post of Principal Accounting Officer.
Ms. Canale, 33, has served as our Controller
since joining the Company in March 2017. Prior to joining the Company, Ms. Canale most recently was an auditor at global accounting
firm BDO USA, LLP from 2011 - 2017 and began her career at national public accounting firm CohnReznick LLP from 2006 - 2011. Ms.
Canale holds a B.B.A. in Accounting from Adelphi University and an M.B.A. with a concentration in Finance from Hofstra University.
Ms. Canale is a Certified Public Accountant in the state of New York and is a member of the American Institute of Certified Public
Ms. Canale has no family relationships with any of the executive
officers or directors of the Company. There are no arrangements or understandings between Ms. Canale and any other person pursuant
to which she was elected as an officer of the Company. The Company is not aware of any transactions in which Ms. Canale has an
interest that would require disclosure under Item 404(a) of Regulation S-K.
As consideration for her services as Principal
Accounting Officer, Ms. Canale will receive an annual base salary of $130,000. In connection with her appointment, Ms. Canale
is also receiving a grant of 50,000 restricted stock units. The Company has entered into an
indemnification agreement with Ms. Canale. The indemnification agreement is substantially similar to the form of
indemnification agreement that Company has entered into with its other officers.
On June 22, 2018, the Company issued a press release announcing
the leadership change. A copy of this press release is attached as Exhibit 99.1 hereto and the information contained therein is
incorporated herein by reference.
||Financial Statements and Exhibits.|
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.
||XPRESSPA GROUP, INC.|
|Dated: June 22, 2018
||/s/ Edward Jankowski|
||Chief Executive Officer|