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BCS

Current Report · Items 5.02, 7.01, 9.01 · 8-K

MDWerks, Inc.

MDWKOTCEQUITYCurrent

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Expansion of the Board of Directors On July 9, 2026, MDWerks, Inc., a Delaware corporation (the “Company”), by written consent of the Board of Directors of the Company expanded their board of directors from five (5) directors to six (6) directors.…

Filed Jul 10, 2026Accepted Jul 10, 2026, 4:00 PM EDTCIK 1295514Accession 0001493152-26-032828
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Company context

Current securities

Recent company filings

  1. Regulation FD DisclosureAug 25, 2026
  2. 10-Q filingAug 19, 2026
  3. NT 10-Q filingAug 14, 2026
  4. Regulation FD DisclosureAug 3, 2026
  5. 4 filingMay 29, 2026

Disclosure sections

Items 5.02, 7.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Expansion of the Board of Directors On July 9, 2026, MDWerks, Inc., a Delaware corporation (the “Company”), by written consent of the Board of Directors of the Company expanded their board of directors from five (5) directors to six (6) directors. Appointment of Jeffrey Scott Hopmayer as an Independent Director of the Board of Directors Pursuant to the new vacancy created by the expansion of the Board of Directors from five (5) directors to six (6) directors, on July 9, 2026, the Board of Directors appointed Jeffrey Scott Hopmayer (“Mr. Hopmayer”) to serve as an independent director of the Company, as defined under the applicable SEC rules and Nasdaq listing standards. There is no arrangement or understanding between Mr. Hopmayer and any other person pursuant to which Mr. Hopmayer was appointed as a director. There are no transactions in which Mr. Hopmayer has an interest requiring disclosure under Item 404(a) of Regulation S-K. Independent Director Agreement of Mr. Hopmayer On June 26, 2026, Mr. Hopmayer and the Company entered into an Independent Director Agreement, with the following summarized terms: Mr. Hopmayer shall serve as an independent director of the Company and be available to perform the duties consistent with such position pursuant to the Certificate of Incorporation and Bylaws of the Company. Mr. Hopmayer’s employment commenced on Monday, June 26, 2026, and continues for a term of three (3) years. Compensation that Mr. Hopmayer will receive during his term includes the sum of $5,000, each calendar quarter, payable in the third month of each calendar quarter, and with such amount for any partial calendar quarter being appropriately prorated. Upon employment, the Company shall issue to Mr. Hopmayer 500,000 shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”), subject to the terms and conditions of the Company’s applicable equity incentive plan and any related grant documentation. As a bonus at the end of each quarter, the Company shall issue a number of shares of common stock equal $30,000 shares divided by a VWAP schedule. The Company shall reimburse Mr. Hopmayer for all reasonable out-of-pocket expenses incurred in the ordinary course of the Director’s business, with out-of-pocket expenses of the Director in excess of $500.00 subject to preapproval in advance by the Company. Mr. Hopmayer is bound by certain confidentiality covenants with the Company. And has made certain representations and warranties customary to directors. According to the terms of the Independent Director Agreement, Mr. Hopmayer shall relinquish all ownership to the Company, of work product related to his position with the Company, including any intellectual and proprietary rights of work product resulting from his position as director. Any controversies between Mr. Hopmayer and the Company shall first be arbitrated in Henderson County, North Carolina, and if required, then be litigated in Henderson County, North Carolina, applying the laws of the State of Delaware. The foregoing description of Mr. Hopmayer’s Independent Director Agreement is a summary only and is qualified in its entirety by reference to the full text of such document, filed herewith as Exhibit 10.1, and is incorporated herein by reference.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. July 10, 2026, the Company issued a press release announcing the appointment of Roy Milner to the Board of Directors of MDWerks, Inc. The information included in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth under this Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.
Filed exhibits (1)
EX-99.1 (by filename) ex99-1.htm

EX-99.1 3 ex99-1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE MDWerks Appoints Jeff Hopmayer to Board of Directors as Molecular Targeting Technology Platform Expands Across Industrial Markets GREEN COVE SPRINGS, Fla. - July 10, 2026 - MDWerks, Inc. (OTCQB: MDWK), a molecular targeting technology company commercializing proprietary energy-wave platforms that selectively influence target molecules to improve industrial processes, today announced the appointment of Jeff Hopmayer to its Board of Directors. Hopmayer joins the Board as MDWerks enters a pivotal stage in its evolution - from technology development to commercial execution. Supported by a growing global patent estate, an independently appraised intellectual property portfolio valued at approximately $400 million, signed commercial contracts, and customer deployments that began in Q2 2026, the Company is executing a strategy centered on recurring licensing revenue, scalable industrial applications, and long-term shareholder value. MDWerks has reached an important commercial inflection point, moving beyond laboratory validation toward initial commercial deployments supported by customer contracts and a growing pipel…

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