Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Steven L. Kiel has resigned as the Chief Executive Officer and the Chief Financial Officer of Enterprise Diversified, Inc. (the “Company”). Mr. Kiel’s resignation was effective on Friday, October 5, 2018. Mr. Kiel’s resignation was to enable him to focus on strategic initiatives, particularly in the asset management area, and was not on account of any disagreement with the Board of Directors or the Company concerning any matter relating to the Company’s operations, policies or practices, or otherwise.
On Thursday, October 4, 2018, Jeremy K. Gold notified the Company of his resignation as a Director of the Company, to become effective on November 8, 2018, the date of the next regular meeting of the Board of Directors. Mr. Gold’s resignation is for various personal reasons, and is not on account of any disagreement with the Board of Directors or the Company concerning any matter relating to the Company’s operations, policies or practices, or otherwise. The Board of Directors has not yet considered or acted upon Mr. Gold’s notice of resignation.
On Friday, October 5, 2018, the Board of Directors of the Company, acting unanimously, appointed Director, Steven L. Kiel as Chairman of the Board of the Board of Directors of the Company. As Chairman of the Board, Mr. Kiel replaces Jeffrey I. Moore, whose service on the Board of Directors continues in the capacity as a regular Director.
On Friday, October 5, 2018, the Board of Directors of the Company, acting unanimously, appointed G. Michael Bridge as the Chief Executive Officer of the Company. In his capacity as Chief Executive Officer, Mr. Bridge will serve as the Company’s new principal executive officer.
G. Michael Bridge, age 55, had most-recently served as General Counsel for the Company since November 2017. Prior to serving as General Counsel to the Company, Mr. Bridge provided the Company with management consulting services since March 2017. Mr. Bridge co-managed the private investment partnership, Bridge Reid Fund I, LP, from January 2013 until July 2018. Mr. Bridge has previously served in various executive, legal and finance roles for several public, private and venture-backed companies, including senior vice president and general counsel at JDA Software Group, Inc. during the period from 1999 to 2013. Mr. Bridge began his career as a corporate and securities attorney at a leading global law firm, and is a graduate of Cornell Law School and received his Bachelor of Arts in Political Science at the University of Southern California. Mr. Bridge is a member of the Arizona Bar Association.
Mr. Bridge does not have any material interest in any transaction requiring disclosure under Item 404(a) of Regulation S-K, and there are no arrangements or understandings between Mr. Bridge and any other person pursuant to which he was appointed as the Chief Executive Officer of the Company.
On Friday, October 5, 2018, the Board of Directors of the Company, acting unanimously, appointed Alea A. Kleinhammer as the Chief Financial Officer of the Company. In her capacity as Chief Financial Officer, Ms. Kleinhammer will serve as the Company’s new principal financial and principal accounting officer.
Alea A. Kleinhammer, age 27, had most-recently served as Controller for the Company since Septembe
r 2016. Ms. Kleinhammer has multiple years of experience working in the public accounting sector, having previously worked as an assurance associate with PBMares, LLP during the period from 2013 to 2015 and then as an assurance senior associate with RSM US, LLP during the period from 2015 to 2016. Ms. Kleinhammer holds an active CPA license in the Commonwealth of Virginia, and earned a Bachelor of Arts in Accounting from the University of Maryland at College Park.
Ms. Kleinhammer does not have any material interest in any transaction requiring disclosure under Item 404(a) of Regulation S-K, and there are no arrangements or understandings between Ms. Kleinhammer and any other person pursuant to which she was appointed as the Chief Financial Officer of the Company.
The Company has not determined and has not entered into, adopted or otherwise commenced any material compensatory plan, contract or arrangement as to which Mr. Bridge or Ms. Kleinhammer participates or is a party, and neither Mr. Bridge nor Ms. Kleinhammer currently are participants in or parties to any plans, contracts or
arrangements that discriminate in scope, terms or operation in favor of executive officers or that are not available generally to all salaried employees of the Company.