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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 of earliest event reported):  June 23, 2021

 

HyreCar Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-38561   47-2480487

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

355 South Grand Avenue, Suite 1650

Los Angeles, California

  90071
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (888) 688-6769

 

N/A

(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 (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.00001 per share   HYRE   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

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 June 23, 2021 HyreCar Inc. (the “Company”) announced that Serge De Bock has been appointed to serve as the Company’s new Chief Financial Officer. Mr. De Bock will assume the Chief Financial Officer position effective July 5, 2021. The Board of Directors appointed Mr. De Bock as Chief Financial Officer as a result of the retirement of Scott Brogi who notified the Company that, for personal reasons, effective July 5, 2021 he will retire from all positions he holds with the Company. Mr. Brogi will provide on-going consulting services to the Company to assist in the transition of his duties to Mr. De Bock.

 

As Chief Financial Officer Mr. De Bock’s base salary will be $350,000, payable in accordance with the Company’s standard payroll schedule. Mr. De Bock will also receive an equity award in accordance with the terms of the Company’s equity compensation plan. Mr. De Bock is expected to enter into an agreement that imposes various restrictive covenants on Mr. De Bock, with the terms of that agreement to be substantially similar to those entered into by other Company executives.

 

Prior to joining the Company Mr. De Bock, age 40, served as the Senior Vice President of Finance at Spin, a Ford mobility company, acting as its Divisional Chief Financial Officer, a position he held since April 2020. In his role as Divisional Chief Financial Officer at Spin Mr. De Bock led the finance, accounting and procurement functions of the organization. Prior to his tenure at Spin, from March 2018 through until April 2020, Mr. De Bock served as the Head of Finance of Twitch, an interactive gaming, social video, and content platform. Prior to joining Twitch, starting in August 2015 Mr. De Bock held various positions as Liberty Mutual Insurance, including serving as an Assistant Vice President and Senior Director, Strategy, Finance and Analytics where he led teams providing analytical support, strategic planning and financial reporting in the organization.   Mr. De Bock is a 2002 graduate of the Université Catholique de Louvain and received an MBA from The University of Chicago Booth School of Business in 2009.

 

Item 5.07 Submission of Matters to a Vote of Security Holders

 

On June 23, 2021, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”). A total of 14,877,024 shares of common stock were present or represented by proxy at the Annual Meeting, representing approximately 73% of the Company’s issued and outstanding common stock as of the April 26, 2021 record date. The following are the voting results for the proposals considered and voted upon at the Annual Meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 30, 2021.

 

Item 1 – Election of two Class III members to the board of directors for a term of office expiring at the annual meeting of stockholders in 2024 and until his successor has been duly elected and qualified.

 

Nominee   Votes FOR   Votes WITHHELD   Broker Non-Votes
Grace Mellis   5,121,181   3,487,023   6,268,820
Brooke Skinner Rickets   5,471,246   3,136,958   6,268,820

 

Item 2 – Approval of the adoption of the HyreCar 2021 Equity Compensation Plan.

 

Votes FOR   Votes AGAINST   Votes ABSTAINED   Broker Non-Votes
5,137,319   3,358,351   112,534   6,268,820

 

Item 3 – Ratification of the appointment of dbbmckennon as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021.

 

Votes FOR   Votes AGAINST   Votes ABSTAINED   Broker Non-Votes
14,723,936   148,638   4,450   0

 

Based on the foregoing votes, the director nominees were elected and Items 2 and 3 were approved.

 

1

 

Item 7.01 Regulation FD Disclosure

 

On June 23, 2021, the Company made available a presentation to its stockholders at the Annual Meeting. The presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information contained in the presentation materials is summary information that is intended to be considered in the context of the Company’s Securities and Exchange Commission filings and other public announcements. The Company undertakes no duty or obligation to publicly update or revise this information, although it may do so from time to time.

 

The information furnished in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (“Exchange Act”), or incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act.

 

Item 8.01 Other Events.

 

On June 23, 2021, the Company issued a press release announcing the retirement of Mr. Brogi and the appointment of Mr. De Bock as Chief Financial Officer. A copy of the press release is attached hereto as Exhibit 99.1. A copy of the press release announcing is “furnished” as Exhibit 99.1 to this Current Report on Form 8-K. The information in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or incorporated by reference into any filing under the Securities Act or the Exchange Act.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.  Description
99.1  Presentation materials for the June 23, 2021 HyreCar Inc. Annual Shareholder Meting
99.2  Press release issued by HyreCar Inc. on June 23, 2021

 

2

 

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 hereunto duly authorized.

 

HYRECAR INC.
     
Date:  June 24, 2021 By: /s/ Joseph Furnari
    Joseph Furnari
    Chief Executive Officer

 

 

3

 

 

Exhibit 99.1

 

NASDAQ: HYRE Annual Meeting June 2021 The Car S haring Marketplace for Ridesharing and Delivery

 

 

This presentation contains forward - looking statements, as defined in the Private Securities Litigation Reform Act of 1995. All s tatements other than historical facts are forward - looking statements, including without limitation, those regarding activities, events, financial results or developments that we intend, plan, exp ect , believe, project, forecast or anticipate will or may occur in the future. Examples of forward - looking statements include, but are not limited to, statements we make regarding the potential size of the m arket for our products, impacts of future legislation and regulatory action, forecasts of future performance, financial condition and results of operations, plans to expand to other markets, development of new technologies, potential acquisitions and the possibility of up - listing or cross - listing our equity securities. These statements reflect our management’s current views with respect to future events, are not guarantees of future performance, and involve risks and uncertainties that are difficult to predict. Further, forward - looking statements are based upon assumptions of future events that may not prov e to be accurate. Such assumptions and assessments are made in light of our experience and perception of historical trends, current conditions and expected future results. These statements involve kno wn and unknown risks, uncertainties, assumptions and other factors many of which are out of our control and difficult to forecast which may cause actual results to differ materially from those that ma y be described or implied herein. Such factors include but are not limited to general economic conditions, competitive factors, political, economic, and regulatory changes affecting the real estate indus try and various other factors, both referenced and not referenced above, and other factors that are described in our filings with the Securities and Exchange Commission (the “Commission”), including our pe riodic reports on Forms 10 - K and 10 - Q and current reports on Form 8 - K . Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual resu lts , performance or achievements may vary materially from those set forth in this presentation. You should not place undue reliance on any forward - looking statements and are advised to carefully review and consider the various disclosures in our filings with the Commission. Except as required by law, we neither intend nor assume any obligation to revise or update these forward - looking statements, whi ch speak only as of their dates. We nonetheless reserve the right to make such updates from time to time by press release, periodic report or other method of public disclosure without the need f or specific reference to this financial outlook. No such update shall be deemed to indicate that other statements not addressed by such update remain correct or create an obligation to provide any o the r updates. Reconciliation of Non - GAAP Financial Measures We use Adjusted EBITDA in conjunction with GAAP financial measures as part of our overall assessment of our performance, incl udi ng the preparation of our annual operating budget and quarterly forecasts, to evaluate the effectiveness of our business strategies, and to communicate with our board of directors concernin g o ur financial performance. Our definitions may differ from the definitions used by other companies and therefore comparability may be limited. In addition, other companies may not publish these or sim ila r metrics. Furthermore, these measures have certain limitations in that they do not include the impact of certain expenses that are reflected in our consolidated statements of operations that are n ece ssary to run our business. Thus, our Adjusted EBITDA should be considered in addition to, not as substitutes for, or in isolation from, measures prepared in accordance with GAAP. We compen sat e for these limitations by providing a reconciliation of Adjusted EBITDA to the related GAAP financial measures, revenue and net loss, respectively. We encourage investors and others to review our f ina ncial information in its entirety, not to rely on any single financial measure and to view Adjusted EBITDA in conjunction with their respective related GAAP financial measures. Excluding the information from sources indicated, the content of this presentation is copyright 20 20 HyreCar Inc. All Rights Reserved. Safe Harbor Disclosure 2

 

 

1) Closing Price as of June 18, 2021. 2) Fiscal Year Ending December 31, 20 20. 3) Last Twelve Months Ended March 31, 2021. 4) Fiscal Quarter Ended March 31, 2021. Key Company Metrics 3 HyreCar Inc. (NASDAQ: HYRE) Stock Price 1 $ 20. 70 52 Week Trading Rang e 1 $ 2.51 - $ 22.43 Market Cap 1 $ 427 M Shares Outstanding 1 20.6M Annual Revenue Growth 2 58 % Net Revenue (LTM) 3 $ 26.9 M Adjusted EBITDA 4 ($3.4M) Cash 4 $27.2M Employees 94 Headquarters Los Angeles, CA Founded 2014  HyreCar is the car sharing marketplace for ridesharing and delivery, connecting gig economy drivers with vehicle owners nationwide  Ecosystem to Connect Drivers and Rideshare and Delivery Companies and Fleet Operators o Unique insurance program with mobility leaders AON and Apollo, protects car owners and drivers with improved economics for HyreCar o Financial network of providers to allow drivers and fleets to buy or lease cars and put them on the Hyrecar Platform o Platform allows seamless automobile discovery and rental from partners and Hyrecar.com  Post Covid Driver Demand Exceeds Car Supply by 10X o There are a shortage of rideshare drivers causing Uber and Lyft to incentivize drivers to come back o Tens of thousands of drivers who either don’t own a qualifying vehicle, or do not want to drive their own vehicle apply monthly to rideshare with Uber and Lyft or delivery providers o HyreCar cost effectively attracts over 100,000 gig economy drivers quarterly, 10X the amount of vehicles currently on the platform o We identify where driver demand is highest and attract the best drivers, we simply need more cars in our key markets  Growing Scalable Domestic Business Model o Exceeding 1.2 million Annualized Rental Days o 80%+ of car supply now comes from commercial suppliers like regional automobile dealers and fleet owners, even rental car agencies o Unique insurance program with mobility leaders AON and Apollo, protects car owners and drivers with improved economics for HyreCar

 

 

Transportation Network Companies Food and Grocery Delivery Package Delivery Health Care and Tasks Leisure Rentals Drivers Car Owners Connecting Drivers To All Gig Opportunities 4

 

 

Goldman Sachs research expects 13% year - over - year revenue growth in ridesharing through 2030 Uber is estimated 2.0 million drive r s and Lyft has 1. 5 million drive r s in the US and Canada (3 ) Instacart has 300,000 drive r s , 75,000 in California ( 4 ) - 2 4 6 8 10 12 2018 2019E 2020E 2021E 2022E 2023E 2024E 2025E 2026E 2027E 2028E 2029E Millions Rented Vehicles Owned Vehicles $ 6.5 B HYRE US Rideshare / Delivery TAM by 2029 ( 3) Larger Addressable Market including Delivery 5 $1.2T US Transportation Market ( 1 ) (1) Lyft S - 1, March 1, 2019. (2) Assumes 10% of 2.5 Million combined Uber and Lyft Drivers Growing by 13% rent vs own vehicles for use in ridesharing or delivery. (3) How Many Uber Drivers Are There?, The RideshareGuy.com, August 1, 2020. (4) Instacart, February 2020. HyreCar’s Addressable Market Estimated Owned Vehicles vs. Rented Vehicles (1,3)

 

 

Improved Competitive Environment 6 » ECOSYSTEM ALLOWS US TO EMPOWER DRIVERS AND FLEET MANAGERS BY PROVIDING CARS, CAPITAL AND INSURANCE » ASSET LIGHT PLATFORM CREATES LOWEST COST PROVIDER ADVANTAGE » FLEXIBILITY INCREASES SPEED TO MARKET » PREVIOUS COMPETITIORS FAIR AND HERTZ FAILING IN 2020 * Includes insurance, weekly cost assumes 1,000 miles driven per week, assumes maximum 12 - hour rental per day, assumes $0.10 pe r mile plus 15% taxes and fees applied to advertised competitor pricing. ** Assumes $150 per week in driver bonuses . Markets Nationwide 30+ Cities 26+ Cities 9+ Cities Rental Length & Age Requirement 2 - Day Minimum / 21+ 24 - Hour Minimum / 25+ 7 - Day Minimum / 25+ 1 - Hour Minimum / 21+ Service Limitation No Limits Uber Only Lyft Only Uber Only Deposit $99 in some states based on driver risk None $250 $150 Average Weekly Rates ** Owners set pricing on the platform, around $200 per week with incentives $209 per week plus $0.10 - $0.30 per mile (depends on location, taxes and fees) $209 per week (disqualified from Express Pay and driver bonuses) $5/hour + 3% booking fee of trip price + $.5/mile daily trip mileage overages All - In Cost* $311 $340 $390 $498

 

 

Three - Sided Revenue Model 7 Daily Gross Revenue Example National Avg Daily Rental Rate $40.00 Driver Fee $4.00 Daily Insurance Fee $13.00 Daily Gross Billing Paid by Driver ~$57.00 Opportunities for Margin Enhancement ● Expansion of dealer subscriptions from HyreCar for Business enhancements ● Addition of lead remarketing referrals with automobile marketing partners ● Improvements in insurance program with new partners AON and Apollo reduces costs moving forward Daily Net (GAAP) Revenue Example HyreCar Owner Fee (~28% avg) $11.00 HyreCar Driver Fee (10% rate) $4.00 Insurance Fee (100% of fee) $13.00 Daily Average Net Revenue ~$28. 00 $28 .00 Daily Av g Net Re venue x 110,000 Monthly Rental Days = $3 .1 M Monthly Net Revenue

 

 

Financial Highlights 8  Lowest Cost Platform expanded to all gig economy services during 2020  CAGR of 60%+ annually, pacing to 1.3 Million Annual Rental Days and $40M in Net Revenue in CY21  Addition of high - margin subscription and referral income into CY21 Growing Scalable Platform Improving Profitability Clean Balance Sheet  Expect GPM 44 - 50% in the near - term with new efficiencies in insurance programs, longer - term opportunity to continue growth with addition of higher margin income streams  Increasing daily rentals from over 4,000 currently to 4,500 gets HyreCar to profitability  Approximately $28 Million on the Balance Sheet  No debt as the $2.0 Million PPP Loan is expected to be completely forgiven  Closely - held with more than 70% of company owned by Top 20 Holders

 

 

Management Board Experienced Management and Board 9 Scott Brogi CFO Henry Park COO Joe Furnari CEO Brian Allan SVP Mike Furnari CBDO Grace Mellis Chairman Joe Furnari CEO Michael Root Technology Brooke Skinner Ricketts Chief Experience Officer Jay Vijayan CIO / CEO

 

 

HyreCar Inc. Investor Relations Scott Brogi John Evans CFO ( 415) 309 - 0230 scott@HyreCar.com j.evans@HyreCar.com Contact Us 10

 

Exhibit 99.2

 

 

HyreCar Announces the Retirement of Scott Brogi and Announces the Appointment of Serge De Bock as Chief Financial Officer

 

June 23, 2021

 

LOS ANGELES--(BUSINESS WIRE)--Jun. 23, 2021-- HyreCar Inc. (NASDAQ: HYRE), the carsharing marketplace for ridesharing, food, and package delivery services, today announced the appointment of Serge De Bock, CFA, as Chief Financial Officer. Serge’s appointment follows the retirement of Scott Brogi as the Company’s CFO. Mr. De Bock will begin his tenure as CFO on July 5, 2021.

 

“Scott has had an immeasurable impact on HyreCar, and his contributions will be long-felt. We wish Scott all the best in his retirement and thank him for his extraordinary leadership,” said Joe Furnari, HyreCar CEO. “We are also excited to have someone of Serge’s background that touches all aspects of our business, mobility as a service, technology and insurance to help us continue moving forward.”

 

“I am thrilled to join HyreCar’s leadership team and lead its finance organization at this important moment in their growth and development,” said Serge De Bock. “The unique value proposition that HyreCar brings to an emerging segment in the mobility industry, their robust ecosystem, and the Company’s value-driven mission reinforced my desire to bring my experience to such an exceptional opportunity.”

 

A seasoned finance executive, Serge has a proven track record of success scaling businesses, building teams, and collaborating across large and small organizations in the mobility, technology and internet space. Most recently, Serge was promoted to SVP of Finance at Spin, a Ford (NYSE-F) mobility company acting as a Divisional CFO during his tenure. At Spin he led the Finance, Accounting, and Procurement functions, spearheaded the 10-year strategic vision and financial plan, developed new incentive plans, designed new market P&L frameworks, rolled out a new P2P process and supported international expansion in four new countries. Before that he was Head of Finance at Twitch, an interactive gaming and content engine, which was acquired by Amazon. At Twitch he scaled the Finance function and instilled financial discipline during a period of rapid organizational growth. Before that he was AVP & Sr. Director, Strategy, Finance and Analytics at Liberty Mutual Insurance Company where he led teams providing analytical support, strategic planning and financial reporting. He also previously held positions at Staples, Deloitte and PwC mostly in Finance, M&A and Public Accounting capacities. Mr. De Bock is a graduate of the Université Catholique de Louvain and received an MBA from The University of Chicago Booth School of Business.

 

Mr. Brogi joined HyreCar in 2018, quickly making an impact on all aspects of the organization including FP&A, Strategy, IR, Legal, Accounting and SEC Reporting. During his tenure and with his leadership, Scott also helped establish corporate governance and public company processes that have created a strong foundation for HyreCar’s success into the future.

 

About HyreCar

 

HyreCar Inc. (NASDAQ: HYRE) is a national carsharing marketplace for ridesharing, food, and package delivery via its proprietary technology platform. The Company has established a leading presence in Mobility as a Service (MaaS) through individual vehicle owners, dealers, rental agencies, and OEM’s that wish to participate in new mobility trends. By providing a unique opportunity through our safe, secure, and reliable marketplace, HyreCar is transforming the industry by empowering all to profit from Mobility as a Service. For more information, please visit hyrecar.com.

 

View source version on businesswire.com: https://www.businesswire.com/news/home/20210623005641/en/

 

Scott Brogi

Chief Financial Officer

scott@hyrecar.com

 

John Evans

Investor Relations

415-309-0230

j.evans@hyrecar.com

 

Source: HyreCar Inc.