Cartesian, Inc. (NASDAQ:CRTN) 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

to the designation by Parent to designate a majority of members of the Board based on terms and conditions of the Merger Agreement , on and as of the Effective Date, the Board appointed Kevin Kuby, David Hartman, Ryan J. Scott and Jack Myers as Directors of the Company to fill the vacancies created by the separation from service of Mr. Currey, Mr. Williams, Mr. Woo and Mr. Woodward from the Board. On and as of May 14, 2018, the Board approved the appointment of Mr. Kuby as Chairman of the Board, the formation of an Executive Committee, and the appointment of Mr. Kuby and Mr. Hartman to serve as the members of the Executive Committee and the Audit Committee.

Biographical information regarding each of the foregoing directors can be found in the section titled “Parent Designees” in the Company’s Solicitation/Recommendation Statement on Schedule 14d-9 filed with the Securities and Exchange Commission on April 10, 2018.

There are no arrangements or understandings between Mr. Kuby, Mr. Hartman, Mr. Scott and Mr. Myers, respectively, and any other person to which he was elected as a director. Neither r. Kuby, Mr. Hartman, Mr. Scott nor Mr. Myers is a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K. Since the beginning of the Company’s last fiscal year, neither Mr. Kuby, Mr. Hartman, Mr. Scott nor Mr. Myers have been a participant in any financial transactions, arrangements or relationships with the Company in an amount exceeding $120,000 nor do they have any direct or indirect material interest in the same. It was not determined on which, if any, committee(s) of the Board Mr. Scott and Mr. Myers will serve.

About Cartesian, Inc. (NASDAQ:CRTN)

Cartesian, Inc., formerly The Management Network Group, Inc., is a provider of professional services and technical solutions to the communications, digital media and technology sectors. The Company has three segments: the North America segment, the EMEA segment and the Strategic Alliances segment. The North America and EMEA segments include the Company’s operational, technology and software consulting services inside of North America and outside of North America, respectively. Both the segments offer management consulting, custom developed software and technical services. The Strategic Alliances segment includes the Company’s around the world commercial activities undertaken with third-party service or solutions providers. It provides a portfolio of consulting services and managed solutions to clients in the communications, media and technology industries, including technical consultancy; revenue and cost management; technology solutions, and investment advisory services.