Current Report Filing (8-k)
06 Giugno 2014 - 10:52PM
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):
June 3, 2014
AMERICA’S SUPPLIERS, INC.
(Exact Name of Registrant as Specified in
its Charter)
Delaware
(State or Other Jurisdiction of
Incorporation
or Organization) |
000-27012
(Commission File
Number) |
27-1445090
(I.R.S. Employer Identification
No.) |
7575 E. Redfield Rd., Suite 201, Scottsdale,
AZ 85260
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s telephone number, including
area code: (480)-922-8155
______________________ ___________________________
(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:
| ¨ | 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)) |
Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Chief Financial Officer
On June 2, 2014 Jeffrey
Dorsey was appointed as the Chief Financial Officer of America’s Suppliers, Inc. (the “Company”). Since July
25, 2013 Mr. Dorsey has served as the Vice President of Finance and Operations of the Company and his responsibilities have included
functions typically performed by a person serving as the principal financial officer or principal accounting officer of a company
of similar size and organizational structure as the Company. Further, since November 4, 2013, Mr. Dorsey has served as the Treasurer
and Secretary of the Company. Mr. Dorsey’s business background and experience has been described in previous reports filed
by the Company with the Securities and Exchange Commission, including a Current Report on Form 8-K dated July 25, 2013, which descriptions
are incorporated herein.
In conjunction with
being appointed Chief Financial Officer the Board of Directors of the Company (the “Board”) increased Mr. Dorsey’s
annual base salary to $125,000 and granted Mr. Dorsey an option to acquire 25,000 shares of Company common stock with an exercise
price of $0.13 per share (the “Option”). The Option is subject to vesting, with twenty percent vesting immediately
upon grant, and the remaining 80% vesting in tranches on or before the third anniversary of the date of grant. The Option was granted
pursuant to the terms and conditions of the Company’s 2009 Long Term Incentive Compensation Plan.
Independent Director Fees
To help reduce the
Company’s overhead costs yet preserve Board participation and value, on June 2, 2014, the Board reduced the quarterly fee
payable to each independent director from $5,000 to $2,500. Such reduction in fees is effective for the quarter ended September
30, 2014. The Company also expects to begin paying independent directors a fee for attending Board meetings, but will determine
whether to pay such a fee, and the amount of any such fee at a later date.
Item 8.01 Other Events
On May 7, 2014, the
Board formed a special independent committee of the Board (the “Committee”) to evaluate strategies for, and provide
a recommendation to, the Board regarding decreasing the Company’s overhead costs, including, without limitation, terminating
the registration of the Company’s common stock under Section 12(g) of the Securities Exchange Act of 1934, as amended (the
“De-Registration”). After reviewing and considering multiple factors, including the potential benefits of having the
Company’s common stock registered under the federal securities laws and quoted on certain tiers of the OTC Markets versus
the significant costs imposed on the Company to maintain such registration and the Company’s current and anticipated business
plans and operations, on June 3, 2014 the Committee recommended to the Board that as a measure to reduce the Company’s overhead
costs the Company effect the De-Registration. On June 3, 2014, the Board determined that the De-Registration is in the best interests
of the Company and its stockholders, voted in favor of the Committee’s recommendation and thus approved the De-Registration.
The Company expects to effect the De-Registration in the third quarter of 2014.
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.
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America’s Suppliers, Inc. |
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By: |
/s/ Marc Joseph |
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Name: |
Marc Joseph |
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Title: |
President and Chief Executive Officer |
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Date: June 6, 2014
Grafico Azioni Americas Suppliers (GM) (USOTC:AASL)
Storico
Da Mag 2024 a Giu 2024
Grafico Azioni Americas Suppliers (GM) (USOTC:AASL)
Storico
Da Giu 2023 a Giu 2024