Current Report Filing (8-k)
December 03 2021 - 4:31PM
Edgar (US Regulatory)
0001561880
false
0001561880
2021-12-01
2021-12-01
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
Date of Report (Date of earliest event reported):
December 1, 2021
LEGACY EDUCATION ALLIANCE, INC.
(Exact name of registrant as specified in its charter)
Nevada
|
|
000-55790
|
|
39-2079974
|
(State or other jurisdiction
of
incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer
Identification
No.)
|
1490 N.E. Pine Island
Road, Suite 5D
Cape Coral, Florida
|
|
33909
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrant’s telephone number, including
area code: (239) 542-0643
N/A
(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 obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
☐
|
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. ☐
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
N/A
|
|
N/A
|
|
N/A
|
Item
5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
Resignation of Director and Officer
On December 1, 2021, Michel
Botbol, the Chairman of the Board and Chief Executive Officer of Legacy Education Alliance, Inc. (the “Company”), resigned
as Chairman of the Board, director and officer of the Company, as Chief Executive Officer of the Company and its subsidiaries, and from
any other positions with any of the companies related in any way to the Company. Mr. Botbol’s resignation is not related to any
disagreement with the Company’s operations, policies or practices.
Appointment of Interim Officer
As a result of the resignation
of Mr. Botbol, Mr. Barry Kostiner, a member of the Board of Directors of the Company, Manager of Capital Markets and principal financial
and accounting officer of the Company, was appointed as Interim Chief Executive Officer and will further assume the role of principal
executive officer of the Company, until a permanent replacement can be found.
Mr. Kostiner, age 50, was
appointed to the Board on May 3, 2021 and has also been a Manager of Capital Markets at the Company since March 2021 and interim principal
financial and accounting officer since November 8, 2021. Mr. Kostiner is serving as the Chief Executive and Chairman of Sagaliam Acquisition
Corp. and Chief Financial Officer of Sunfire Acquisition Corp. Additionally, Mr. Kostiner serves as the President of, and holds a 25%
membership interest in, Legacy Tech Partners, LLC (“LTP”), a microcap -focused EdTech investment vehicle, since February 2021.
Mr. Kostiner was the CFO of Ameri Holdings Inc. (Nasdaq: AMRH) from October 2018 through December 2020. The operations of AMRH, including
its global IT services business focused on SAP with operations in both the US and India, was acquired by management, with the residual
Nasdaq vehicle acquired by Enveric Biosciences (Nasdaq: ENVB), an evidence-based cannabinoid pharma company focused on palliative therapies
for cancer patients. Mr. Kostiner has been a consultant to ENVB since January 2021. From May 2016 through October 2018, Mr. Kostiner was
a consultant to Cypress Skilled Nursing, a healthcare facility operator and from May 2017 through October 2018 he was a consultant to
LinKay Technologies Inc., an artificial intelligence incubator with a portfolio of intellectual property focused on AI and LiDAR/geospatial
technology, with a research staff in India and New York. Mr. Kostiner’s 20-year career in energy includes eight years at Goldman
Sachs and Merrill Lynch and their affiliates, with a focus on energy trading and portfolio management, as well as serving as the CEO of
an oil & gas SPAC (Nasdaq: PGRI) from 2005 through 2009. Mr. Kostiner earned a Bachelor’s of Science degree in Electrical Engineering
and a Master’s of Science in Operations Research from MIT. His thesis on the mathematics of electric industry deregulation was sponsored
by Harvard’s Kennedy School of Government. On March 8, 2021, the Company issued a Senior Secured Convertible Debenture in the principal
amount of $375,000 to LTP.
Item
9.01 Financial Statements and Exhibits.
Exhibit
|
|
Description
|
104
|
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
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.
|
LEGACY EDUCATION ALLIANCE, INC.
|
|
|
|
Date: December 3, 2021
|
By:
|
/s/ Barry Kostiner
|
|
|
Name:
|
Barry Kostiner
|
|
|
Title:
|
Interim Chief Executive Officer
|
2
Legacy Education Alliance (CE) (USOTC:LEAI)
Historical Stock Chart
From Jun 2024 to Jul 2024
Legacy Education Alliance (CE) (USOTC:LEAI)
Historical Stock Chart
From Jul 2023 to Jul 2024