UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 18, 2014 (September 18, 2014 )
ACCELERIZE NEW MEDIA, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
000-52635 | 20-385 8769 | |||
(Commission File Number) |
(IRS Employer Identification No.) |
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20411 SW Birch St., Suite 250 Newport Beach, California |
9266 0 |
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(Address of Principal Executive Offices) |
(Zip Code) |
(949) 515-2141
(Registrant’s Telephone Number, Including Area Code)
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) |
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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)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS .
On September 18, 2014, Santi Pierini was appointed the Chief Operating Officer of Accelerize New Media, Inc., or the Registrant. Mr. Pierini, who is 52 years old, has been employed by the Registrant since February 2014 in the position of Executive Vice President of Marketing. From 2010 to January 2014 Mr. Pierini was Senior Vice President Product Strategy and Marketing at TodoCast TV and from 2009 to 2010 he was Chief Marketing Officer for InQuira. Mr. Pierini is a graduate of California Polytechnic State University, San Luis Obispo with a B.S. in Computer Science.
In connection with his appointment as Chief Operating Officer, the Registrant entered into an amendment with Mr. Pierini of his employment agreement. Mr. Pierini’s employment agreement, as amended, was originally entered into on February 10, 2014 and Mr. Pierini’s employment is at will. Under the agreement, as amended, Mr. Pierini is entitled to an annual base salary of $283,250. If the Registrant terminates Mr. Pierini’s employment without cause, he shall be entitled to a severance payment of 50% of his annual base salary.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
10.1 Amendment No. 2 to Employment Agreement, dated as of September 18, 2014, between Santi Pierini and Accelerize New Media, Inc.
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.
ACCELERIZE NEW MEDIA, INC. |
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By: |
/s/ Brian Ross |
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Name: |
Brian Ross |
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Title: |
President and Chief Executive Officer |
Date: September 18, 2014
Exhibit 10.1
AMENDMENT NO. 2 TO
EMPLOYMENT AGREEMENT
This Amendment No. 2 (this "Amendment") to an Employment Agreement (the "Employment Agreement") entered as of February 10, 2014, as amended on July 9, 2014, by and between Accelerize New Media, Inc., a Delaware corporation with headquarters at 20411 SW Birch St. Ste. 250, Newport Beach, CA 92660 (the “Company”), and Santi Pierini, a natural person, residing at 1224 Morningside D, Laguna Beach, CA 92651 (the “Employee”), is entered as of this 18th day of September 2014. Each of the Company and the Employee may be referred to hereinafter as a "Party" and collectively, the "Parties".
WHEREAS, the Parties now wish to adjust the Employee's title and position.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties, intending to be legally bound, hereby agree as follows:
1. |
Section 2 of the Employment Agreement is hereby replaced in its entirety with the following: |
1. Duties . Employee shall be employed in the position of Chief Operating Officer. Employee shall (a) perform all duties incident to such offices (b) be responsible, subject to the direction of the board of directors of the Company (the “ Board ”), for the management and business of the Company, and (c) perform such other tasks, consistent with Employee’s position with the Company, as may from time to time be assigned to Employee by his/her supervisor and the Board.
2. |
All other terms and conditions of the Employment Agreement shall remain in full force and effect. |
IN WITNESS WHEREOF, the parties hereto have executed or caused to be executed this Agreement as of the date first above written.
EMPLOYEE:
/s/ Santi Pierini
Santi Pierini
ACCELERIZE NEW MEDIA, INC.
By: /s/ Brian Ross
Name: Brian Ross
Title: President and Chief Executive Officer