Unassociated Document
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 14, 2010
HealthWarehouse.com,
Inc.
(Exact
Name of Registrant as Specified in Charter)
Delaware
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0-13117
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22-2413505
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(State
or other jurisdiction
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(Commission
File Number)
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(IRS
Employer
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of
incorporation)
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Identification
No.)
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100
Commerce Boulevard
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Cincinnati, Ohio
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45140
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (513) 618-0911
________________________
(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:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 DFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR
240.13e-4(c))
ITEM 5.02. Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
(a) Not
applicable.
(b) Not
applicable.
(c) Not
applicable.
(d) Not
applicable.
(e) On
October 14, 2010, the Board of Directors of HealthWarehouse.com, Inc. (the
“Company”) amended the Company’s 2009 Incentive Compensation Plan (the “2009
Plan”) to increase the number of shares of its $0.001 par value common stock
reserved for issuance in connection with awards granted under the 2009 Plan from
1,681,425 to 2,881,425 (an increase of 1,200,000 shares).
On October 14, 2010, the Company’s
Board of Directors increased the annual base salary of Lalit Dhadphale, the
Company’s President and Chief Executive Officer, to $250,000 effective October
1, 2010, and granted Mr. Dhadphale a discretionary bonus of $86,000, to be paid
in 12 equal monthly installments. On October 14, 2010, the Company’s
Board of Directors also granted Mr. Dhadphale an option to purchase 250,000
shares under the 2009 Plan at an exercise price of $3.03 per
share. This option vests in three equal annual installments beginning
October 14, 2011. In addition to serving as the Company’s President
and Chief Executive Officer, Mr. Dhadphale has personally guaranteed
approximately $1.2 million of the Company’s indebtedness and has personally
guaranteed various open credit arrangements with certain of the Company’s
vendors. The Company and Mr. Dhadphale are not parties to an
employment agreement.
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 thereunto
duly authorized.
Date: October
20, 2010
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HEALTHWAREHOUSE.COM,
INC.
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By:
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/s/
Patrick E. Delaney
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Chief Financial
Officer |