Hyperfine, Inc. appointed R. Scott Huennekens as new CEO

Item 5.02. 
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 


President, Chief Executive Officer and Director Resignation 

On June 27, 2022, Dave Scott delivered his resignation as Hyperfine, Inc.'s (the "Company") President, Chief Executive Officer and a member of the Board of Directors (the "Board"), effective July 29, 2022. Mr. Scott's decision to resign was for personal reasons and was not the result of any disagreement with the Company. The Company has launched a search for Mr. Scott's replacement and, pending such replacement, R. Scott Huennekens, the Executive Chairperson of the Board, will serve as Interim President and Chief Executive Officer. In connection with Mr. Scott's resignation, the Company and Mr. Scott entered into a letter agreement (the "Letter Agreement"), dated as of June 29, 2022, that provides that the Company will pay his base salary earned through July 29, 2022 and Mr. Scott's equity awards will continue to be governed by the applicable award agreements. The Letter Agreement also includes other customary provisions. 

A copy of the Letter Agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K and the foregoing description is subject in all respects to the actual terms of the Letter Agreement. 

Interim President and Chief Executive Officer Appointment 

On June 29, 2022, the Board appointed R. Scott Huennekens as Interim President and Chief Executive Officer of the Company, effective as of July 29, 2022, to succeed Mr. Scott while the Company searches for Mr. Scott's replacement. Mr. Huennekens currently serves as the Company's Executive Chairperson of the Board, and biographical information for him can be found under the caption "Management and Corporate Governance" in the Company's Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on April 25, 2022 (the "Proxy Statement"), and is incorporated herein by reference. There are no family relationships between Mr. Huennekens and any director or executive officer of the Company that are required to be disclosed pursuant to Item 401(d) of Regulation S-K and there are no arrangements or understandings between Mr. Huennekens and any other persons pursuant to which Mr. Huennekens was appointed to serve as Interim President and Chief Executive Officer of the Company. Except as previously disclosed under the caption "Certain Relationships and Related Person Transactions" in the Proxy Statement, which is incorporated herein by reference, there are no transactions between Mr. Huennekens and the Company that would be reportable under Item 404(a) of Regulation S-K. 

A description of the Consulting Agreement dated as of April 25, 2021 pursuant to which Mr. Huennekens provides consulting services to the Company as Executive Chairperson can be found under the caption "Executive Officer and Director Compensation - Director Compensation - Consulting Agreement with R. Scott Huennekens" in the Proxy Statement and is incorporated herein by reference. 

In addition, on June 29, 2022, the Company issued a press release announcing that Mr. Scott is stepping down as the Company's President, Chief Executive Officer and a member of the Board, and that Mr. Huennekens will succeed Mr. Scott as Interim President and Chief Executive Officer, a copy of which is attached hereto as Exhibit 99.1.