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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):
May 15, 2024
Ispire Technology Inc.
(Exact name of registrant as specified in its charter)
| Delaware |
|
001-41680 |
|
84-5106049 |
(State or other jurisdiction of
incorporation or organization) |
|
(Commission file number) |
|
(IRS Employer
Identification No.) |
19700 Magellan Drive
Los Angeles, CA 90502
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including
area code: (310) 742-9975
Not Applicable
(Former Name or Former Address, if Changed Since
Last Report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligations 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)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock, par value $0.0001 per share |
|
ISPR |
|
The Nasdaq Stock Market LLC |
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 ☒
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 provided 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 Arrangement of Certain Officers.
On May 17, the Board of Directors
(the “Board”) of Ispire Technology, Inc. (the “Company”) appointed James Patrick McCormick as the new Chief
Financial Officer of the Company and Aspire North America LLC (“Aspire”), the wholly-owned subsidiary of the Company.
Mr. McCormick, age 57,
began his career in public accounting with KPMG in 1989. His first consumer goods experience came with Mid-America Pepsi-Cola before
joining British American Tobacco’s (BAT) associate company Brown & Williamson Tobacco Corporation in 1992. At BAT, Mr.
McCormick held multiple international general management and Chief Financial Officer roles spending 13 years living abroad in seven
different markets in Europe, South America, South East Asia, Sub-Sahara and Northern Africa before returning to the United States in
2009. Following his return, Mr. McCormick held Chief Financial Officer roles in Federal Flange Inc., a subsea manufacturer in the
oil and gas sector from February 2009 to October 2010, and in Sodexo’s Corporate Service division from October 2011 to
February 2013. Mr. McCormick served as Chief Financial Officer from April 2014 to July 2015 at Electronic Cigarettes International
Group Ltd. (OTCBB: ECIG), a publicly traded vaping products company with operations in the United States and the United Kingdom. Mr.
McCormick served as Chief Operating Officer and Chief Financial Officer of KushCo Holdings Inc. from August 2017 to January 2019 and
as President of Ignite International Inc. from January 2019 to December 2019.
Since January 2020, Mr.
McCormick has served as a management consultant to firms in the cannabis and nicotine industries including UMBRLA, Inc., Redbird
Bioscience, Cars & Credit Master, Abstrax Tech Inc., and Thought Leaders, Inc. Mr. McCormick graduated from Eastern Illinois
University with a Bachelor of Science in Finance and Accounting in 1988 and from Southern Illinois University Edwardsville with
Master of Business Administration in 1992.
In
connection with Mr. McCormick’s appointment as Chief Financial
Officer of the Company, the Company has agreed to compensate him an initial annual base salary of $300,000 and an annual discretionary
performance bonus target of 50% of base salary. In addition, the Board granted him an option to purchase 200,000 shares of Common Stock
of the Company on May 17, 2024. The options will vest over a period of four years.
There are no family relationships
between Mr. McCormick and any of the Company’s executive officers or directors, and no arrangements or understandings between Mr.
McCormick and any other person pursuant to which he was selected as an officer. Mr. McCormick is not a party to any current or proposed
transaction with the Company for which disclosure is required under Item 404(a) of Regulation S-K.
On May 20, 2004, the Company announced via press
release that in addition to the hiring of Mr. McCormick, it hired the following three non-executive Senior Vice Presidents:
| ● | John
Patterson as Senior Vice President of International Nicotine |
| ● | Dennis
Lider as Senior Vice President of Cannabis Product Sales |
| ● | David
Hessler as Senior Vice President of Operations |
A copy of the press release issued by the Company
is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 5.02.
On May 15, 2024, Chief Financial Officer Mr. Daniel
Machock’s service to Aspire and the Company ended, as did Mr. Machock’s employment by the Company. In connection with the
end of his employment, and consistent with the terms of his existing offer letter, Mr. Machock will receive all accrued and unpaid base
compensation and other benefits (e.g., accrued vacation) with respect to periods ending on or before May 15, 2024.
Item 9.01 Financial Statements and Exhibits.
SIGNATURE
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.
| |
Ispire Technology Inc. |
| |
|
|
| |
By: |
/s/ Michael Wang |
| |
|
Name: |
Michael Wang |
| |
|
Title: |
Co-Chief Executive Officer |
| |
|
|
| Dated: May 20, 2024 |
|
|
Exhibit 99.1
Ispire
Technology Inc. Names Jim McCormick as CFO; Upgrades Global Executive Leadership to Drive Company’s Expansion
LOS ANGELES, May 20, 2024 – Ispire
Technology Inc. (“Ispire” or the “Company”) (NASDAQ: ISPR), a
leader in the development and commercialization of vaping technology and precision dosing, announced that Jim McCormick has been appointed
Chief Financial Officer. The Company also announced the appointments of: John Patterson as Senior Vice President of International
Nicotine; Dennis Lider as Senior Vice President of Cannabis Product Sales; and David Hessler as Senior Vice President of Operations.
“We’re
thrilled to announce this significant talent upgrade at Ispire as we gear up for rapid expansion both domestically and internationally,”
said Ispire’s Co-Chief Executive Officer Michael Wang. “We are
delighted to welcome Jim, John, David and Dennis aboard as valuable additions to our team. These strategic moves underscore our commitment
to driving innovation and our growth as we grow globally.”
Wang added,
“Jim embodies dynamism in executive leadership, with a remarkable career spearheading financial and business operations worldwide.
As we drive Ispire’s mission of being a worldwide leader in R&D, design, commercialization, manufacturing, sales, marketing
and distribution for branded and ODM solutions for the e global vaping and cannabis industries, Jim brings a unique fusion of entrepreneurial
zeal and operational prowess essential for scaling our business.”
“As
someone who has admired Ispire’s dedication to client value over the years, I look forward to collaborating with Michael and the executive
team to further enhance Ispire’s achievements not only in the U.S. but also in diverse markets worldwide,” said Ispire CFO
Jim McCormick.
Chief Financial Officer Jim McCormick
Jim McCormick brings more than three decades of
diverse leadership experience to his new role. He started his career in public accounting with KPMG Peat Marwick in 1989, transitioning
to consumer goods with Mid-America Pepsi-Cola and later joining British American Tobacco’s (BAT) associate company Brown & Williamson
Tobacco in 1992. More than a dozen years at BAT, he held various international general management and CFO positions across Europe, South
America, Southeast Asia, Sub-Saharan Africa, and Northern Africa. In 2009, he returned to the US, holding CFO roles in Federal Flange
Inc. and Sodexo’s Corporate Service division. He later joined ECIG, a publicly traded vaping products company, before serving as
COO and CFO of KushCo Holdings Inc. from August 2017 to January 2019, and as president of Ignite International Inc. until December 2019.
Most recently, he has provided consultancy services to several companies, including UMBRLA, Inc., Redbird Bioscience, Cars & Credit
Master, Abstrax Tech Inc., and Thought Leaders, Inc., focusing on the heated tobacco sector. Jim holds a B.S. in Finance and Accounting
from Eastern Illinois University (1988) and an MBA from Southern Illinois University Edwardsville (1992). He is also a Certified Public
Accountant (CPA), Certified Management Accountant (CMA), and Certified Internal Auditor (CIA), though currently inactive.
Senior Vice President of International Nicotine
John Patterson
John Patterson brings more than 25 years of extensive
experience in the tobacco and next-generation nicotine categories, spanning both US domestic and international markets, notably in the
UK and the EU. Beginning his career at Altria, John has since held pivotal roles across Europe for Philip Morris International, NJOY and
most recently Juul Labs, where he served as Senior Director and Country Manager for the United Kingdom. As a dynamic and thoughtful leader,
John boasts over two decades of experience surpassing commercial targets and driving sales growth while effectively managing costs. With
a keen strategic mindset and strong operational acumen, he has navigated diverse countries, cultures and trade sectors, successfully turning
around struggling brands and establishing credible start-ups.
Senior Vice President of Cannabis Product Sales
Dennis Lider
With more than 20 years of CPG sales leadership
experience, Dennis Lider joins Ispire, boasting over a decade of executive leadership in revenue management. Since 2019, he has held senior-level
positions with publicly traded cannabis companies, overseeing wholesale, retail, and distribution sales functions. Dennis brings a wealth
of experience in international market expansions, corporate business development, global sales management, and channel diversification.
He will be based in FL, ensuring that the east coast growth aligns with the success Ispire has achieved with its west coast legacy partners.
Senior Vice President of Operations David Hessler
David Hessler, Senior Vice President of Operations,
began his career in California’s shipping industry after graduating from Georgetown University’s School of Foreign Service. His journey
led him to Moscow in 1992, where he spent two decades in the global cigarette industry with PMI and JTI. At JTI’s Global Supply Chain
organization, David led its Global Customer Service Department in Geneva, Switzerland, managing operations across 190 markets with over
5000 SKUs. He also oversaw Asia-Pacific supply chain and manufacturing functions, including JTI Petro in St. Petersburg, Russia, the world’s
largest cigarette factory outside China, producing 87 billion cigarettes annually valued at over $5 billion. In 2017, David transitioned
to the cannabis industry, serving as President Manufacturing at Grupo Flor in Salinas, CA. Recently, he was CEO at Swiss Tech Labs in
Montreux, Switzerland, exclusive European supplier of CBD products to Oettinger Davidoff AG of Basel, a leading luxury cigar manufacturer.
About Ispire Technology Inc.
Ispire is engaged in the research and development,
design, commercialization, sales, marketing, and distribution of branded e-cigarettes and cannabis vaping products. The Company’s
operating subsidiaries own or license more than 500 patents received or filed globally. Ispire’s tobacco products are marketed
under the Aspire brand name and are sold worldwide (except in the U.S., People’s Republic of China and Russia) primarily through
its global distribution network. The Company’s cannabis products are marketed under the Ispire brand name primarily on an original design
manufacturer (ODM) basis to other cannabis vapor companies. Ispire sells its cannabis vaping hardware only in the U.S., and it recently
commenced its marketing activities in Canada and Europe. For more information, visit www.ispiretechnology.com
or follow Ispire on Instagram, LinkedIn, Facebook, Twitter and YouTube.
Forward Looking Statements
This press release contains forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”) as well as Section 21E of the
Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, as amended, that are intended to
be covered by the safe harbor created by those sections. Forward-looking statements, which are based on certain assumptions and describe
the Company’s future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,”
“expect,” “may,” “will,” “should,” “would,” “could,” “seek,” “intend,”
“plan,” “goal,” “project,” “estimate,” “anticipate,” “strategy,” “future,”
“likely” or other comparable terms, although not all forward-looking statements contain these identifying words. All statements
other than statements of historical facts included in this press release regarding the Company’s strategies, prospects, financial condition,
operations, costs, plans and objectives are forward-looking statements. Important factors that could cause the Company’s actual results
and financial condition to differ materially from those indicated in the forward-looking statements. Such forward-looking statements include,
but are not limited to, risks and uncertainties including those regarding: the Company’s ability to collect its accounts receivable
in a timely manner, the Company’s business strategies, the ability of the Company to market to the Ispire ONE™, Ispire ONE™’s
success if meeting its goals, the ability of its customers to derive the anticipated benefits of the Ispire ONE™ and the success
of their products on the markets; the Ispire ONE™ proving to be safe, and the risk and uncertainties described in “Risk Factors,”
“Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Cautionary Note on Forward-Looking
Statements” and the additional risk described in Ispire’s Annual Report on Form 10-K for the year ended June 30, 2023 and any subsequent
filings which Ispire makes with the U.S. Securities and Exchange Commission. You should not rely upon forward-looking statements as predictions
of future events. The forward-looking statements made in the press release relate only to events or information as of the date on which
the statements are made in the press release. We undertake no obligation to update or revise any forward-looking statements, whether as
a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence
of unanticipated events except as required by law. You should read this press release with the understanding that our actual future results
may be materially different from what we expect.
Investor Relations and Media Contacts:
For more information, kindly contact:
Investor Relations Contact:
Phil Carlson
ispire@kcsa.com
Media Contact:
Ellen Mellody
570-209-2947
ispire@kcsa.com
###
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