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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
November 21, 2022
Date of Report (date of earliest event reported)
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Limeade, Inc.
(Exact name of registrant as specified in its charter)
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Washington (State or other jurisdiction of incorporation or organization) | 000-56464 (Commission File Number) | 06-1771116 (I.R.S. Employer Identification Number) |
10885 NE 4th Street Suite #400 Bellevue, WA 98004 |
(Address of principal executive offices and zip code) |
(888) 830-9830 |
(Registrant's telephone number, including area code) |
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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) |
☐ | 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)) |
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Securities registered pursuant to Section 12(b) of the Act: |
Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common stock, no par value | LME | None |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
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 1.01 - Entry into a Material Definitive Agreement.
On November 18, 2022, Limeade, Inc. (ASX: LME), an immersive employee well-being company that creates healthy employee experiences, entered into a new enterprise contract with UPMC Health Plan, a Pittsburgh, Pennsylvania based insurance company.
Under the terms of the contract, Limeade will receive $10.5 million over the three-year contract, representing Contracted Annual Recurring Revenue (CARR) of $3.5 million. The platform is slated to launch in January 2023 and be available to nearly two million UPMC Health Plan members, including those covered by fully insured and self-insured plans, as well as those covered by UPMC Health Plan’s Medicare products.
Item 9.01 - Financial Statements and Exhibits
(d): The following exhibits are being filed herewith:
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| Exhibit No. | | Description |
| 99.1 | | |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 21st day of November, 2022.
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| LIMEADE, INC. |
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By: | /s/ Henry Albrecht |
Name: | Henry Albrecht |
Title: | Chief Executive Officer |