Item 5.02
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Departure of Directors or Certain Officer; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
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On November 29, 2017, (the “Effective Date”) Richard Russell, CPA, CGMA, joined LM Funding America, Inc. (“LMFA”) as its Chief Financial Officer. Mr. Russell, age 57, joined LMFA from his private consulting practice where he provides financial and accounting services with a focus on technical and external reporting, internal auditing, mergers & acquisitions, risk management and interim CFO and controller services since 2016. Previously, Mr. Russell, served as Chief Financial Officer for Mission Health Communities a $150 million skilled nursing company and assisted living facilities from 2013 to 2016.
Before that, Mr. Russell served in a variety of roles for Cott Corporation (“COTT”) from 2007 to 2013 including Senior Director Finance, Senior Director of Internal Auditing and Assistant Corporate Controller. COTT was a $2.3 billion public international manufacturing beverage company and Mr. Russell was responsible for the financial analysis of operations, SEC reporting, internal audit, technical accounting, and special projects. Mr. Russell’s extensive professional experience with public companies include his position as Director of Financial Reporting and Internal Controls for Quality Distribution, a $700 million publicly held international services trucking company from 2004 – 2007, and with Danka, a $1.3 billion publicly held international company providing office imaging services as their Director of Reporting from 2001 – 2004. Mr. Russell currently holds the following positions: Chief Executive Officer and Chief Financial Officer of Omega Brands Inc. (“OMGB”) which is an inactive public shell company and Chief Financial Officer of Affinitas Life which is an emerging senior care private company.
Mr. Russell began his career at Ernest & Young after earning a bachelor of science in accounting from the University of Alabama. Mr. Russell also holds a bachelor of arts in international studies from the University of South Florida, a master’s degree in tax accounting from the University of Alabama and a master’s in business administration from University of Tampa.
There are no arrangements or understandings between Mr. Russell and any other person pursuant to which he was appointed as our company’s Chief Financial Officer. There is no family relationship between Mr. Russell and any director, executive officer, or person nominated or chosen by our company to become a director or executive officer of our company. LMFA has not entered into any transactions with Mr. Russell that would require disclosure pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934.
Mr. Russell’s Employment Agreement
Under the terms of the Employment Agreement between the Company and Mr. Russell, Mr. Russell will serve as Chief Financial Officer of the Company. Mr. Russell is to receive a base salary of $180,000 per year, subject to possible merit increases. In addition, Mr. Russell is eligible to receive an annual bonus and long term incentive awards as determined by the Company’s Board of Directors and is eligible to participate in any equity incentive plan, stock option plan, or similar plan adopted by the Company.
On the Effective Date, Mr. Russell also received stock options to purchase 25,000 shares of the Company’s common stock under the Company’s 2015 Omnibus Incentive Plan (“Plan”) at a price equal to $12.50 per share. These stock options vest over a three-year period in equal annual installments beginning on the one-year anniversary of the Effective Date. Additional grants under the Plan may be made to Mr. Russell based upon an evaluation of his performance by the Company’s Board of Directors.
The foreg
oing does not purport to be a complete description of Mr. Russell Employment Agreement and is qualified by reference to the full text of such agreement attached as an exhibit to this Current Report on Form 8-K.
On November 22, 2017, Mr. Greg Gist resigned from LM Funding America, Inc. as its Vice President and Chief Accounting Officer. Mr. Gist has accepted a position with a much larger company.