UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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):  February 18, 2014

 

CVSL INC.

(Exact name of registrant as specified in its charter)

 

Florida

 

Commission

 

98-0534701

(State or other jurisdiction

 

File No.: 00-52818

 

(IRS Employer

of incorporation or organization)

 

 

 

Identification No.)

 

2400 North Dallas Parkway, Suite 230, Plano, Texas 75093

(Address of principal executive offices and zip code)

 

(972) 398-7120

(Registrant’s telephone number, including area code)

 

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:

 

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

 

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

 

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

 

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

 

 

 



 

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

 

On February 18, 2014, Kay Bailey Hutchison was elected to the Board of Directors (the “Board”) of CVSL Inc. (the “Company”).

 

Commensurate with the Company’s arrangements with its independent directors, Ms. Hutchison will be compensated for her services as a director at a rate of $50,000 per year, payable monthly, with the first installment to be made on March 1, 2014.  Ms. Hutchison also will be entitled to a grant of shares of the Company’s common stock having an aggregate value of $50,000 on the first anniversary of her election to the Board (the “Grant Date”), regardless of the term of her service as a director.  The value of Ms. Hutchison’s share award will be calculated based on the average closing prices of the Company’s common stock for the 10 trading days immediately preceding the Grant Date.  The shares issued to Ms. Hutchison will be subject to securities law restrictions, but will not be subject to any separate contractual restrictions.

 

The Company issued a press release regarding Ms. Hutchison’s appointment to the Board, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.  Exhibit 99.1 shall not be deemed “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 it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

 

Item 9.01                                           Financial Statements and Exhibits.

 

(d)                                 Exhibits.

 

99.1                        Press Release of CVSL Inc. dated February 18, 2014.

 

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, thereunto duly authorized.

 

 

 

CVSL Inc.

 

 

 

 

 

 

Date: February 24, 2014

By:

/s/ John P. Rochon

 

 

John P. Rochon

 

 

Chief Executive Officer and President

 

3



 

EXHIBIT INDEX

 

Exhibit
Number

 

Description

 

 

 

99.1

 

Press Release of CVSL Inc. dated February 18, 2014.

 

4


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