BRIDGELINE DIGITAL, INC. (NASDAQ:BLIN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 28, 2019, Ms. Carole Tyner resigned from her position of Chief Financial Officer of Bridgeline Digital, Inc. (“Bridgeline” or the “Company”) to pursue new professional opportunities. Ms. Tyner will continue to provide services to the Company as an employee until August 31, 2019. Upon Ms. Tyner’s departure on August 31, 2019, she will receive a lump sum separation payment equivalent to six-months base salary, and further, she will continue to receive COBRA health insurance continuation benefits with the Employer portion of the premiums paid by the Company up through February 28, 2020.

Effective July 1, 2019, Mark G. Downey was appointed by the Company’s Board of Directors as Executive Vice President, Chief Financial Officer and Treasurer of the Company. The Company and Mr. Downey entered into an employment agreement (the “Employment Agreement”), effective July 1, 2019 through September 30, 2020, whereby he will receive two-hundred and forty thousand dollars base salary and the ability to earn a bi-annual incentive bonus of thirty thousand dollars. Mr. Downey may also participate in such equity-based and cash-based incentive programs as the Company may from time to time and made available to its executive officers, in accordance with the terms and conditions of such programs, as well as, the Company’s other applicable employee benefits plans and programs. His Employment Agreement also provides that in the event Mr. Downey’s employment is terminated by the Company without cause or if the Company terminates his employment for good reason, he is entitled to receive severance benefits.

The foregoing descriptions of the material terms of the Employment Agreement by and between the Company and Mr. Downey do not purport to be complete descriptions and are qualified in their entirety by reference to the Employment Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Mr. Downey comes to Bridgeline with more than 25 years of finance and operations experience and has held CFO and COO positions at several public and privately held companies in the technology, private equity, financial services and professional services industries. He has extensive accounting, capital markets structuring, risk, treasury, M&A due diligence, technology enhancements, and overall operational and management experience. Mr. Downey began his career as a CPA with Coopers & Lybrand and holds a BBA from Iona College – Hagan School of Business.

There are no family relationships between Mr. Downey and any director or executive officer of the Company, and other than as described in this Item 5.02, Mr. Downey has no direct or indirect material interest in any transaction required to be disclosed to Item 404(a) of Regulation S-K.

Item .01 Other Events.