Current Report Filing (8-k)
March 27 2018 - 12:07PM
Edgar (US Regulatory)
UNITED
STATES
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)
March 22, 2018
IEG
HOLDINGS CORPORATION
(Exact
name of registrant as specified in its charter)
Florida
|
|
000-55463
|
|
90-1069184
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
3960
Howard Hughes Parkway, Suite 490
Las
Vegas, NV
|
|
89169
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code:
(702) 227-5626
Check
the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
[ ]
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
[ ]
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
[ ]
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
[ ]
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [X]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. [ ]
Item
5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
On March 22, 2018, Investment Evolution Corporation
(“IEC”), a wholly owned subsidiary of IEG Holdings Corporation (“IEG Holdings”), entered into a professional
consulting contract with Paul Mathieson, IEG Holdings’ President, Chief Executive Officer and sole director, (the “2018
Consulting Contract”). Pursuant to the terms of the 2018 Consulting Contract, Mr. Mathieson agreed to provide regulatory
and management consulting services as requested by IEG Holdings and/or IEC, including the hiring and compensation of IEC personnel,
interaction with third party service providers and vendors and, as requested by IEG Holdings, other activities that are designed
to assist IEC in conducting business. The term of the 2018 Consulting Contract begins as of July 1, 2018 continues indefinitely
unless three months’ written notice of termination is provided by either party.
In exchange for Mr. Mathieson’s services,
IEG Holdings agreed to pay Mr. Mathieson an annual base salary of $600,000, which represents a 50% reduction in Mr. Mathieson’s
annual salary, as compared to his current annual salary of $1,200,000 payable under Mr. Mathieson’s consulting contract
currently in effect (the “2017 Consulting Contract”). Pursuant to the terms of the 2018 Consulting Contract, no bonus
is to be paid to Mr. Mathieson by IEG Holdings. Pursuant to the terms of the 2018 Consulting Contract, fees are to be paid quarterly
in advance on July 1
st
, October 1
st
, January 1
st
and April 1
st
beginning on July 1,
2018. Unlike in prior years, IEG Holdings will not pay Mr. Mathieson’s health insurance premiums or any bonuses.
Mr. Mathieson will also receive reimbursement for all reasonable expenses incurred for the benefit of IEC, including but not limited
to travel expenses for him and his entourage, hotel expenses, communication, security and entertainment expenses.
IEG
Holdings expects that, beginning in the third quarter of 2018, its salary and compensation operating expense will be substantially
reduced as a result of entry into the 2018 Consulting Contract.
The
foregoing description of the 2018 Consulting Contract is qualified in its entirety by reference to the 2018 Consulting Contract,
which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
Item
9.01.
|
|
Financial
Statements and Exhibits.
|
|
|
|
(d)
|
|
Exhibits.
|
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.
|
IEG
HOLDINGS CORPORATION
|
|
|
|
Date:
March 27, 2018
|
By:
|
/s/
Paul Mathieson
|
|
Name:
|
Paul
Mathieson
|
|
Title:
|
President
and Chief Executive Officer
|