USBC, Inc. 8-K/A

What Happened
USBC, Inc. announced in an 8-K that Chief Operating Officer Kirk Chapman mutually departed effective December 15, 2025. The company and Mr. Chapman executed a Separation Agreement on January 6, 2026, under which he will receive severance equal to his $320,000 annual base salary, paid in regular installments until the earlier of December 31, 2026 or the date he begins other employment or service.

Key Details

• Departure effective: December 15, 2025. Separation Agreement dated January 6, 2026.
• Severance: payments equal to annual base salary of $320,000, paid on regular payroll dates until Dec 31, 2026 or start of other employment.
• Employment agreement: Sections 4(a) (post-termination obligations) and Section 5 (restrictive covenants) largely remain in effect, but the company waived the post-employment non-competition in Section 5(d).
• Equity: All of Mr. Chapman’s unvested option awards as of his last day (Dec 31, 2025) were forfeited. Mr. Chapman joined the company in August 2025.
• The Separation Agreement includes a general release of claims and standard non-disparagement and confidentiality covenants; a copy will be filed with the company’s Transition Report on Form 10-K.

Why It Matters
For investors, the filing documents a leadership change and a defined severance obligation (fixed-dollar payments through the specified period), which represents a near-term cash/compensation cost. The forfeiture of unvested options reduces potential future equity dilution from this executive. Waiving the post-employment non-compete could affect Mr. Chapman’s ability to join other firms sooner, but other restrictive covenants and a general release remain in place per the agreement.