RMED Ra Medical Systems Inc

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

On April 17, 2023, Ra Medical Systems, Inc. (the “Company”) received the resignation of Will McGuire from his positions as Chief Executive Officer and Secretary, and as a member of the Board of Directors, effective April 28, 2023, for personal reasons.  The Board of Directors has established a search committee consisting of Susanne Meline and James Caruso to identify a new Chief Executive Officer.  Until a new Chief Executive Officer is identified, David Jenkins, Executive Chairman of the Board, will serve as interim Chief Executive Officer and as the Company’s principal executive officer, effective April 28, 2023.  Biographical information and information regarding related party transactions with respect to Mr. Jenkins is contained in Part III, Items 10 and 13 of the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2022, which Items are incorporated by reference herein.

In connection with Mr. McGuire’s resignation, he and the Company entered into a second amendment to his change in control and severance agreement, which among other things, clarified that the amount of Mr. McGuire’s severance payment would be based on his 2022 base salary and bonus opportunity, and provided that he would not receive Cobra coverage following his termination of employment.  Mr. McGuire will receive a severance payment of approximately $1.8 million pursuant to his change in control and severance agreement.  A copy of the amendment is filed as Exhibit 10.1 hereto, and is incorporated herein by reference.

The Company issued a press release on April 18, 2023 with respect to Mr. McGuire’s resignation, a copy of which is attached as Exhibit 99.1 hereto and incorporated by reference herein.