Live Ventures Incorporated (NASDAQ:LIVE) 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
Arrangement of Certain Officers.
On January 3, 2017, the Board of Directors of the Company
appointed Mr. Virland A. Johnson to serve as the Chief Financial
Officer of the Company effective immediately. Mr. Jon Isaac will
no longer serve as Chief Financial Officer of the Company but
will remain as Chief Executive Officer, President and as a
Director of the Company.
Mr. Johnson joined the Company in November 2016 as a consultant.
Mr. Johnson was Sr. Director of Revenue for JDA Software for the
last six years, where he was responsible for revenue recognition
determination, sales and contract support while acting as a
subject matter expert. Prior to joining JDA, Mr. Johnson provided
leadership and strategic direction while serving in C-Level
executive roles in public and privately held companies such as
Cultural Experiences Abroad, Inc., Fender Musical Instruments
Corp., Triumph Group, Inc., Unitech Industries, Inc. and Younger
Brothers Group, Inc. Mr. Johnsons 25 years of experience is
primarily in the areas of process improvement, complex debt
financings, SEC and financial reporting, turn-arounds, corporate
restructuring, global finance, merger and acquisitions and
returning companies to profitability and enhancing shareholder
value. Early on in his career, Mr. Johnson worked in public
accounting while attending Arizona State University. Mr. Johnson
holds a Bachelors degree in Accountancy from Arizona State
University, and is a licensed Certified Public Accountant in
Arizona.
to the terms of an employment agreement dated January 3, 2017, by
and between Mr. Johnson and the Company, Mr. Johnson shall
receive an annual base salary of $185,000 and be eligible to
participate in all benefit programs or plans sponsored by the
Company. The Company shall pay or reimburse Mr. Johnson for
reasonable expenses incurred or paid in the performance of his
duties in accordance with the generally applicable policies and
procedures of the Company. If Mr. Johnson is terminated by the
Company or if he terminates his employment, he shall be entitled
to (i) his annual base salary through the termination date, (ii)
any accrued but unused paid time off as of the termination date
and (iii) reimbursement for outstanding, but unreimbursed
business expenses as of the termination date.
On January 3, 2017, the Company granted Mr. Johnson an aggregate
of 20,000 incentive stock options under the Companys 2014 Omnibus
Equity Incentive. The options are exercisable for cash. The
vesting schedule and exercise price of the options are as
follows:
| Options | Vesting Schedule | Number of Options | Exercise Price |
| Option A | 12 months | 4,000 | $23.4100 |
| Option B | 24 months | 4,000 | $27.6000 |
| Option C | 36 months | 4,000 | $31.7400 |
| Option D | 48 months | 4,000 | $36.5010 |
| Option E | 60 months | 4,000 | $41.9762 |
There are no family relationships between Mr. Johnson and any of
the officers or directors of the Company. Mr. Johnson has not
engaged in any related party transactions.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description |
| 10.1 |
Employment Agreement between the Company and Virland A. Johnson, dated January 3, 2017 |
| 10.2 |
Incentive Stock Option Agreement between the Company and Virland A. Johnson, dated January 3, 2017 |
| 99.1 | Press Release, dated January 5, 2017 |
About Live Ventures Incorporated (NASDAQ:LIVE)
Live Ventures Incorporated, formerly LiveDeal, Inc., is a holding company. The Company offers LiveDeal.com, a real-time deal engine that connects restaurants across the United States and consumers via a platform. The Company operates in three segments: legacy merchant’s services; online marketplace platform, and manufacturing. The legacy merchants’ services segment consists of local exchange carrier (LEC) and Velocity Local. The online marketplace platform segment consists of LiveDeal.com and various consumer products entities. The manufacturing segment includes the operations of Marquis Industries, Inc. (Marquis Industries). Marquis Industries is a carpet manufacturer and a manufacturer of yarn products, as well as a reseller of hard surface flooring products. LiveDeal.com provides marketing solutions to restaurants to boost customer awareness and merchant visibility on the Internet. Live Ventures Incorporated (NASDAQ:LIVE) Recent Trading Information
Live Ventures Incorporated (NASDAQ:LIVE) closed its last trading session down -1.23 at 21.80 with 235,549 shares trading hands.