Current Report Filing (8-k)
November 08 2022 - 4:50PM
Edgar (US Regulatory)
0001499717
false
0001499717
2022-11-04
2022-11-04
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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
November
4, 2022
Date
of Report (Date of earliest event reported)
STAFFING
360 SOLUTIONS, INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-37575 |
|
68-0680859 |
(State
or other jurisdiction of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
Number) |
757
3rd Avenue
27th
Floor
New
York, NY 10017
(Address
of principal executive offices)
(646)
507-5710
(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:
|
☐ |
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 ☐
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. ☐
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
stock |
|
STAF |
|
NASDAQ |
Item 5.02 | Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On
November 4, 2022, Khalid Anwar resigned from his position as the principal financial officer and principal accounting officer of Staffing
360 Solutions, Inc. (the “Company”), effective immediately. On November 4, 2022, the Board of Directors (the
“Board”) of the Company appointed Mr. Joe Yelenic, Senior Vice President, Corporate Finance, as the principal
financial officer of the Company and Mr. Nick Koutsivitis, Senior Vice President, Corporate Controller, as the principal accounting officer
of the Company, effective as of the same date.
Mr.
Yelenic, age 61, joined the Company as a result of the acquisition of Headway Workforce Solutions (“Headway”) on May
18, 2022. During his 18 years with Headway, he served in senior financial roles, including Director of Internal Audit and Chief
Financial Officer. Mr. Yelenic was instrumental in overseeing Headway’s growth in revenues during this time.
Mr. Yelenic assumed the role of President, Chief Operating Officer for Headway in January 2019. As a licensed CPA with over
thirty-eight years of financial management experience, primarily in HR outsourcing and temporary staffing industries, Mr. Yelenic
provides strategic financial and operational leadership in his role involving financial planning and analysis for the Company. His
experience includes several M&A transactions beginning with the buyout of SPEC Group Holdings in 1994, where he helped
facilitate six years of accelerated growth before its acquisition by TMP Worldwide. Mr. Yelenic graduated from Duquesne University
in Pittsburgh Pennsylvania with a Bachelor of Science degree in accounting. Mr. Yelenic has served as the Company’s Senior
Vice President, Corporate Finance since May 2022.
Mr. Koutsivitis,
age 48, brings to the Company more than 20 years of experience in accounting and leadership roles. From 2014 to 2017, he was the Corporate
Controller of the Company. From 2017 to 2019, he was the CFO of a privately owned staffing company before returning to the Company in 2020. Mr. Koutsivitis has served as the Company’s Senior Vice President, Corporate Controller since 2020.
There
is no family relationship between either of Mr. Yelenic or Mr. Koutsivitis and any director or executive officer of the Company. There
are no transactions between either of Mr. Yelenic or Mr. Koutsivitis and the Company that would be required to be reported under Item
404(a) of Regulation S-K of the Securities Exchange Act of 1934, as amended.
Item
5.08 |
Shareholder
Director Nominations |
On
November 4, 2022, the Board established December 30, 2022, as the date for the Company’s 2022 annual meeting of the stockholders
(the “Annual Meeting”) and set November 23, 2022 as the record date for the Annual Meeting. Due to the fact
that the date of the Annual Meeting has been changed by more than 30 days from the anniversary date of the 2021 annual meeting of the
stockholders, the Company is providing the due date for submission of any qualified stockholder proposal or qualified stockholder nominations.
In
accordance with Rule 14a-5(f) and Rule 14a-8(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
and the Company’s amended and restated bylaws (the “Bylaws”), stockholders of the Company who wish to
have a proposal or nomination considered for inclusion in the Company’s proxy materials for the Annual Meeting pursuant to Rule
14a-8 under the Exchange Act, must ensure that such proposal is received by the Company’s Secretary at its principal executive
offices at 757 Third Avenue, 27th Floor, New York, NY, 10017, on or before the close of business on November 18, 2022. Stockholder
proposals must comply with all of the applicable requirements set forth in the rules and regulations of the Securities and Exchange Commission,
including Rule 14a-8 under the Exchange Act and the Company’s Bylaws.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Date:
November 8, 2022 |
STAFFING
360 SOLUTIONS, INC. |
|
|
|
|
By: |
/s/
Brendan Flood |
|
|
Brendan
Flood |
|
|
Chairman
and Chief Executive Officer |
Staffing 360 Solutions (NASDAQ:STAF)
Historical Stock Chart
From Aug 2024 to Sep 2024
Staffing 360 Solutions (NASDAQ:STAF)
Historical Stock Chart
From Sep 2023 to Sep 2024