SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): October 27, 2014

 

CODESMART HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Florida   333-180653   45-4523372
(State or other jurisdiction of
incorporation)		   (Commission File Number)   (IRS Employer Identification
No.)

 

1330 Avenue of the Americas, Suite 23A

New York, NY 10019 (Address of Principal Executive Offices)

 

212-653-0659

(Registrant’s telephone number)

(former name or former address, if changed since last report) 

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 October 29, 2014, Ruth Patterson resigned from her position as Chief Operating Officer of CodeSmart Holdings, Inc. (the “Company”). The resignation letter received from Ms. Patterson is annexed hereto as Exhibit 17.1

 

Item 9.01. Financial Statements and Exhibits. 

 

(d) Exhibits.

 

Exhibit No.    Description of Exhibit
17.1   Resignation Letter, dated as of October 29, 2014, from Ruth Patterson

 

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 hereunto duly authorized.

 

  CodeSmart Holdings, Inc.
     
Date: October 29, 2014 By: /s/ Ruth Patterson
    Ruth Patterson ,President/COO

 

 

2



Exhibit 17.1

 

My resignation

 

Ruth Patterson October 29,2014
   
to Ira Shapiro,  

 

Dear Ira,

 

I am writing to let you know that I am resigning my positions from Codesmart Holdings, Inc. as a member of the board of directors and as Chief Operating Officer. My resignation is effective upon the filing of the form 8K.  As the 60% holder of the stock voting power of Codesmart Holdings, Inc., I am submitting this resignation to you.

 

I’ve done my best to keep the company moving in a positive direction, even after you were indicted in July.  The events of last week have shown me clearly that I am unable to continue working on behalf of the students and physicians for which we created this program to service.

I regret that my efforts to bring about a smooth transition were met with resistance, and find that I am no longer willing to negotiate any further compromise.

I wish you the best

 

/s/ Ruth Patterson                               

Ruth Patterson, CHI