On July 7, 2017, the board of directors of MusclePharm Corporation (the “Company”), appointed Mr. John J. Desmond and Mr. Brian Casutto to the Company’s board of directors. Mr. Desmond will serve as Chairman of the board’s Audit Committee and Governance Committee. He will also serve as a member of the Company’s Compensation Committee and Nominating Committee. Mr. Desmond satisfies the independence criteria for Audit Committee members as set forth in Rule 10A-3 under the Securities Exchange Act. Mr. Casutto currently serves as the Company’s Executive Vice President of Sales and Operations and accordingly does not qualify as an “independent director.” Mr. Casutto’s specific committee appointments will be determined at a later date.

Mr. Desmond was Partner-in-Charge of the Long Island office of Grant Thornton LLP from 1988 through his retirement from the firm in 2015, having served over 40 years in the public accounting industry. At Grant Thornton LLP, Mr. Desmond's experience included among other things, serving as lead audit partner for many public and privately-held companies. Mr. Desmond was elected by the U.S. Partners of Grant Thornton LLP to be a Partnership Board member from 2001 through 2013. The Partnership Board was responsible for oversight of many of the firm's activities including strategic planning, the performance of the senior leadership team and financial performance. Mr. Desmond holds a B.S. degree in Accounting from St. John's University and is a certified public accountant. Mr. Desmond currently serves on the board of directors of The First of Long Island (NASDAQ: FLIC) and its wholly owned bank subsidiary, The First National Bank of Long Island, andhas been a director since October 2016. Because of his significant experience in corporate governance, banking, strategic planning, business leadership, organizational management and business operations, accounting and financialreporting, finance, mergers and acquisitions, legal and regulatory, we believe that Mr. Desmond is well qualified to serve on our board of directors.

Mr. Casutto was appointed to the role of Executive Vice President of Sales & Operations in July of 2015. Prior to that, Mr. Casutto joined MusclePharm in June of 2014 to lead product development and brand positioning of the recently announced Natural Series. From 1997 to 2014, Mr. Casutto served as Executive Vice President, Sales for Country Life, LLC. Because of his experience in running and developing nutritional supplement companies, we believe that Mr. Casutto is well qualified to serve on our board of directors.

Mr. Desmond will be compensated for his respective services at the same level as other non-employee directors of the Company, to the Company’s Non-Employee Director Compensation Program. Mr. Casutto will not receive any additional compensation (other than is normal salary as the Company’s Executive Vice President of Sales and Operations) for his service on the Company’s board of directors.

Except for the aforementioned appointments, there have been no transaction or currently proposed transaction, in which the Company was or is to be a participant and the amount involved exceeds $120,000, and which Mr. Desmond had will have a direct or indirect material interest since the beginning of the Company’s last fiscal year.

Messrs. Desmond and Casutto will be nominated and stand for election to the Company’s board of directors at the Company’s annual meeting scheduled for September 14, 2017.

Item 5.02

On July 13, 2017, the Company issued a press release announcing the foregoing event. The press release which is attached to this report as Exhibit 99.1 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section and shall not be deemed incorporated by reference into any of the Company’s registration statements or other filings with the Securities and Exchange Commission, except as shall be expressly set forth by specific reference in such filing.

Item 5.02

(d) Exhibits

Exhibit No.

99.1 MusclePharm Corporation Press Release issued July 12, 2017

MusclePharm Corp Exhibit
EX-99.1 2 mslp_ex991.htm MUSCLEPHARM CORPORATION PRESS RELEASE ISSUED JULY 12,…
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About MusclePharm Corporation (OTCMKTS:MSLP)

MusclePharm Corporation is a performance lifestyle company. The Company develops, manufactures, markets and distributes branded nutritional supplements. The Company offers a range of powders, capsules, tablets and gels. The Company’s portfolio of brands targets various types of fitness enthusiasts, including professional, combat sport, weight training, bodybuilding, running, basketball, soccer, cross fit, golf, tennis, volleyball and other active lifestyle activities. The MusclePharm Sport Series includes supplements that cover the needs of athletes, including their workout needs. MusclePharm Hybrid Series products include Assault, Amino1 and Combat Protein Powder. FitMiss products are designed and formulated for the active woman’s lifestyle utilizing ingredients that cover the range of busy women’s needs, including weight loss, multi-vitamins, protein shakes, detox, skin care and pre-workout energy mixes. MusclePharm Core products include BCAA 3:1:2, CLA Core and Fish Oil.