MDWerks, Inc. 8-K

What Happened
MDWerks, Inc. (MDWK) announced via Form 8-K that its Board of Directors was expanded from five to six members by written consent on July 9, 2026, and that Jeffrey Scott Hopmayer was appointed as an independent director. Mr. Hopmayer’s Independent Director Agreement is dated June 26, 2026; his service began June 26, 2026 and continues for a three‑year term.

Key Details

• Board expanded from 5 to 6 directors on July 9, 2026; Mr. Hopmayer was appointed as an independent director.
• Compensation: $5,000 cash per calendar quarter (prorated for partial quarters), payable in the third month of each quarter.
• Equity: 500,000 shares of common stock to be issued upon employment (subject to the company’s equity plan), plus a quarterly stock bonus equal to $30,000 divided by a VWAP-based price (i.e., shares issued reflecting $30,000 per quarter).
• Other terms: reimbursement of reasonable out-of-pocket expenses (amounts > $500 require preapproval); confidentiality and customary director representations; assignment of work product to the company; disputes to be arbitrated in Henderson County, NC, with Delaware law applying.

The 8-K also notes a press release dated July 10, 2026 (Exhibit 99.1) announcing the appointment of Roy Milner to the board; that release was furnished under Regulation FD and is not being treated as “filed” under Section 18 of the Exchange Act.

Why It Matters
This filing signals a governance change with the addition of an independent director, which can affect board composition and oversight. The compensation package includes a sizeable upfront equity grant (500,000 shares) plus ongoing quarterly stock awards (≈ $30,000 per quarter converted to shares), which will increase outstanding shares and is material to shareholders assessing potential dilution. Investors should watch for further disclosures about other director appointments (the company furnished a press release about Roy Milner) and any subsequent equity grant details or amendments filed with the SEC.