LIBERTY TAX, INC. (NASDAQ:TAX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 27, 2018, John T. Hewitt, the Chairman of the Board of Liberty Tax, Inc. (the “Company”) and the sole holder of the Company’s Class B Common Stock, elected Thomas Herskovits to the Board effective immediately. The appointment of Mr. Herskovits by Mr. Hewitt filled one of the vacancies created by the Board’s increase of the total number of directors constituting the entire Board of Directors from nine to eleven, with one of the additional director positions being a Class A Director Designee and the other being a Class B Director Designee. The Certificate of Incorporation of the Company permits Mr. Hewitt, as the sole owner of all of the Class B Common Stock, to elect the Class B Director Designees. The additional Class A director position created by the expansion of the Board remains vacant at this time.
The Board appointed Mr. Herskovits to serve as a member of the Audit Committee, the Compensation Committee and the Nominating and Corporate Governance Committee of the Board, and designated him as Chair of the Compensation Committee and the Nominating and Corporate Governance Committee, effective immediately.
Mr. Herskovits’ knowledge of the Company and his management, finance and consumer products backgrounds provide substantial experience and expertise to the Board. Mr. Herskovits served as a Director of the Company from October 2015 until November 2017. Since 2014, Mr. Herskovits has been managing director and operating partner of Feldman Advisors, a middle market investment banking firm based in Chicago, and since 1996, he has managed private investments through Herskovits Enterprises. From 2013 through February 2014, he was CEO of WinView Inc., a technology company. He served on the Board of Directors of that privately-held company from 2012 to 2015. He previously served as non-operating Chairman of the Board of Directors of Natural Golf Corporation, a golf equipment and instruction company, as President & CEO of Specialty Foods, and as President of Kraft Dairy and Frozen Products.
Mr. Herskovits will receive the same compensation as other non-employee Company directors as described in the Company’s 2017 Proxy Statement under “Non-Employee Director Compensation.” In addition, the Board approved a cash payment of $50,000 payable to Mr. Herskovits.
There are no related party transactions required to be reported for Mr. Herskovits under Item 404(a) of Regulation S-K.
About LIBERTY TAX, INC. (NASDAQ:TAX)
Liberty Tax, Inc. is the holding company for JTH Tax, Inc. The Company is a provider of tax preparation services. The Company provides retail federal and state income tax preparation services and related tax settlement products in the United States and Canada. The Company’s tax preparation services and related tax settlement products are offered primarily through franchised locations. All of the Company’s offices are operated under the Liberty Tax Service and SiempreTax+ brands. The Company also provides an online digital Do-It-Yourself (DIY) tax program in the United States. The Company offers two types of tax settlement financial products: refund transfer products, which include providing a means by which a customer receives his or her refund, and refund-based loans. The Company’s LibTax software allows tax customers to have their federal and state income tax returns filed electronically.
