Item 5.02 -Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective August 1, 2022, the board of directors of Applied Energetics appointed
Christopher Donaghey, age 50, to serve as Chief Financial and Chief Operating
Officer. The company and Mr. Donaghey entered into an Executive Employment
Agreement, pursuant to which he is to serve for an initial term of four years,
with automatic renewal for additional one-year periods thereafter unless either
party terminates the agreement. The agreement calls for salary of $350,000 per
year, plus standard benefits and eligibility for a bonus at the discretion of
the board. The company has also granted Mr. Donaghey additional options to
purchase up to 1,000,000 shares of its common stock under its 2018 Incentive
Stock Plan, which vest over four years and have an exercise price of $2.36 per
share, and Restricted Stock Units representing up to 400,000 shares of the
company's common stock which also vest over four years. The Restricted Stock
Units are issued pursuant to a Restricted Stock Unit Agreement, dated as of July
13, 2022. Mr. Donaghey forfeited unvested options to purchase up to 950,000
shares of common stock which he had previously received for service on the
company's Board of Advisors.
Mr. Donaghey is an experienced financial executive with a proven track-record in
delivering profitable growth, including extensive experience within the defense
industry. He joins Applied Energetics from Science Applications International
Corporation (SAIC), a defense and government agency technology integrator, where
he served as the senior vice president and head of corporate development. In
this role, he was responsible for executing the company's mergers and
acquisitions (M&A) and strategic ventures strategy, working closely with the
senior management team to support the development and implementation of SAIC's
strategic plan with an emphasis on M&A and external emerging technology
investments to complement organic growth strategies and value creation. He
joined SAIC in 2017, as senior vice president of finance for SAIC's operations,
and provided strategic leadership and business guidance to the organization. Mr.
Donaghey is also a Founder and Executive Board member of the Silicon Valley
Defense Group, a non-profit organization whose mission is to create the nexus of
pioneering ideas, people, and capital that will unlock new sources of innovation
for national security and power the digital evolution of the defense industrial
base.
Prior to joining SAIC, Donaghey was vice president of Corporate Strategy and
Development for KeyW Corporation, a national security solutions provider for the
Intelligence, Cyber and Counterterrorism Communities, where he guided the
overall corporate strategy, M&A, and capital markets activities.
Mr. Donaghey was also a senior research analyst for SunTrust Robinson Humphrey
Capital Markets where he provided investment advice and insight to institutional
investors covering public defense technology, government IT services, and
commercial aerospace industries. During his tenure at SunTrust, Donaghey was
ranked the number one defense analyst and number two analyst overall for stock
selection by Forbes/Starmine in 2005 and was named in the Wall Street Journal
Best on the Street survey in 2005, 2008, and 2009.
Mr. Donaghey served in the U.S. Navy Reserve where he provided scientific and
technical analysis of missile guidance and control systems and advanced
electronics for the Short-Range Ballistic Missile group at the Defense
Intelligence Agency's Missile and Space Intelligence Center. Donaghey earned his
bachelor's degree in mechanical engineering from Texas Tech University and
served as an officer in the U.S. Navy.
Mr. Donaghey previously served on Applied Energetics' Board of Advisors since
April 30, 2019, providing input into the strategic direction of the Company and
assistance in building relationships in the defense markets.
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Item 9.01 - Financial Statements and Exhibits
4.1 Restricted Stock Unit Agreement, dated as of July 13, 2022, by and
between the company and Christopher Donaghey.
10.1 Executive Employment Agreement, dated as of July 13, 2022, by and between
the company and Christopher Donaghey.
99.1 Press Release, dated as of July 18, 2022, titled: Applied Energetics
Appoints Chris Donaghey as Chief Financial Officer and Chief Operating
Officer
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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