Current Report Filing (8-k)
24 September 2020 - 6:19AM
Edgar (US Regulatory)
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0000876883
2020-09-17
2020-09-17
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iso4217:USD
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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 Earliest Event reported)
— September 17, 2020
MDC PARTNERS INC.
(Exact name of registrant as specified in
its charter)
Canada
(Jurisdiction of Incorporation)
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001-13718
(Commission
File Number)
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98-0364441
(IRS Employer Identification No.)
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330 Hudson Street, 10th Floor, New York, NY 10013
(Address of principal executive offices and zip code)
(646) 429-1800
(Registrant’s Telephone Number)
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:
¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a−12 under the Exchange Act (17 CFR 240.14a−12)
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¨
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Pre−commencement communications pursuant to Rule 14d−2(b) under the Exchange Act (17 CFR 240.14d−2(b))
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¨
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Pre−commencement communications pursuant to Rule 13e−4(c) under the Exchange Act (17 CFR 240.13e− 4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading symbol(s)
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Name of each exchange on which registered
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Class A Subordinate Voting Shares, no par value
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MDCA
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NASDAQ
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange
Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ¨
If 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 Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 17, 2020, MDC Partners Inc.
(the “Company”) and Jonathan Mirsky, the Company’s General Counsel and Corporate Secretary, mutually agreed to
end his employment with the Company effective September 30, 2020. In connection with his departure, Mr. Mirsky entered into a Separation
Agreement and General Release dated September 22, 2020 (the “Separation Agreement”).
Subject to the terms and conditions of
the Separation Agreement, Mr. Mirsky will be eligible to receive the severance benefits described in his employment agreement for
a termination without cause, as well as limited entitlement to receive a prorated amount of his previously granted long-term incentive
awards. The description contained herein of the Separation Agreement is qualified in its entirety by reference to the terms of
the Separation Agreement, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
The Company’s Executive Vice President,
David Ross, has assumed the additional role of General Counsel and Corporate Secretary effective immediately.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Signatures
Pursuant to the requirements
of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Date: September 23, 2020
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MDC Partners Inc.
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By:
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/s/ David Ross
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David Ross
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Executive Vice President
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