UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): July 2, 2019


ALASKA COMMUNICATIONS SYSTEMS GROUP, INC .
(Exact name of registrant as specified in its charter)


Delaware
001-38341 52-2126573
(State or other jurisdiction (Commission (IRS Employer
of incorporation)
File Number) Identification No.)

600 Telephone Avenue, Anchorage, Alaska 99503-6091
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code 907 - 297 – 3000



(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
  Trading Symbol
  Name of each exchange on which registered
Common Stock, par value $.01 per share   ALSK   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]


Item 5.02     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
Alaska Communications Systems Group, Inc. (the “Company”) entered into an agreement with William Bishop amending his compensation in his role as Interim President and Chief Executive Officer of the Company effective July 1, 2019. The amendment consists of a retention bonus totaling $100,000 to be paid in two equal installments. The agreement is attached hereto as Exhibit 10.1.

Item 9.01           Financial Statements and Exhibits.
 
(d)              Exhibits.
 
Exhibit No. Description
 
 
10.1
Compensation letter between Alaska Communications Systems Group, Inc. and William Bishop

 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date:              July 2, 2019
Alaska Communications Systems Group, Inc.
 
 
 
 
/s/ Leonard A. Steinberg
 
Leonard A. Steinberg
 
Corporate Secretary


Exhibit Index

Exhibit No. Description
 
 
10.1


 
Exhibit 10.1

Alaska Communications

Hand Delivered


July 5, 2019


William Bishop
SVP and Chief Operations Officer

Dear Bill:

This letter confirms our previous discussion regarding your temporary increase of responsibilities to Interim President and Chief Executive Officer. In this role you will assume full leadership responsibilities for Alaska Communications, effective July 1, 2019.  Such leadership responsibilities include general oversight and management of ACS, including overall business strategy, oversight of all operating units, development and execution of operating plans, and financial performance, and such business ventures as the Company may acquire or participate in. In accordance with the Company’s Articles of Incorporation, Bylaws and the ACS Corporate Governance Principles, you shall perform all duties incident to this office, as assigned or modified from time to time by the Board.

In this role you shall report directly to the Board, to each committee of the Board, as requested, and to the Chairman of the Board.  All other members of executive management of the Company shall report to you during this period.

As compensation for these additional duties you will be eligible for a $100,000.00 retention bonus, paid in two installments:  $50,000.00 will be paid on your next regular pay check, and the second $50,000.00 will be paid at the end of your interim assignment.

Bill, we look forward to your continued contributions in your expanded role at Alaska Communications.  We are committed to distinguishing our company as the best place to work and the best place to do business, values we believe go hand-in-hand.

Sincerely,


David Karp
Board Chair, Alaska Communications


cc:            Employee File

Accepted: William Bishop
 
Date:  July 2, 2019
 
William Bishop