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): May 24, 2020
AGILYSYS, INC.
(Exact name of registrant as specified in its charter)
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Ohio
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000-5734
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34-0907152
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(State or other jurisdiction
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(Commission File Number)
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(IRS Employer Identification No.)
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of incorporation)
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1000 Windward Concourse, Suite 250, Alpharetta, Georgia
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30005
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(Address of principal executive offices)
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(ZIP Code)
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Registrant’s telephone number, including area code: (770) 810-7800
N/A
(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:
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☐
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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)
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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))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, without par value
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AGYS
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NASDAQ
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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. ☐
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Item 5.02
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Departure of Directors Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain officers.
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Tony Pritchett, the Company’s Vice president and Chief Financial Officer (CFO), notified Agilysys, Inc. (“the Company”) on May 24, 2020, that he was resigning from his position with the Company. Mr. Pritchett’s resignation as CFO will be effective June 1, 2020, and his employment with the Company will end on June 30, 2020.
On May 26, 2020, the Company announced that Dave Wood, age 42, was appointed to serve as Vice President and Chief Financial Officer of the Company effective June 1, 2020.
Mr. Wood joined the Company in November 2011 as the Controller of the Hospitality Division and subsequently served as Director, Financial Planning & Analysis from August 2013 to June 2016, Senior Director, Financial Planning & Analysis from June 2016 to June 2017, Vice President – Finance from June 2017 to June 2019, and Vice President – Corporate Strategy & Investor Relations since June 2019. Prior to joining Agilysys, Mr. Wood was a Senior Manager at NCR and Radiant Systems working in various Finance and Accounting functions. Mr. Wood graduated from Auburn University in 2000 with a Bachelor of Science in Business Administration (Finance).
Mr. Wood’s annual salary will be $240,000, and his fiscal year annual incentive opportunity will be equal to 50% of his base salary.
Mr. Wood is not a party to any related person transactions with the Company or any of its executive officers, directors, or related persons and does not have any family relationships with any of the Company’s executive officers, directors, or related persons.
On May 26, 2020, the Company issued a press release announcing the CFO transition described under Item 5.02 above. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
The following item is furnished as an exhibit to this current report on Form 8-K:
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.
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AGILYSYS, INC.
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By:
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/s/ Kyle C. Badger
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Kyle C. Badger
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Senior Vice President, General Counsel and Secretary
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Date: May 28, 2020
Exhibit 99.1
FOR IMMEDIATE RELEASE
Agilysys Announces Chief Financial Officer Transition
Current VP-Corporate Strategy & Investor Relations, Dave Wood will become CFO on June 1, 2020; Current CFO Tony Pritchett will remain with the Company until June 30
ALPHARETTA, GA. — May 26, 2020 — Agilysys, Inc. (Nasdaq: AGYS), a leading global provider of next-generation hospitality software solutions and services, today announced that Dave Wood, Vice President - Corporate Strategy & Investor Relations, will become its Chief Financial Officer on June 1, 2020. The appointment follows the resignation of Tony Pritchett, Current Chief Financial Officer, who is leaving to pursue other opportunities. Dave Wood has been the Company's Vice President, Corporate Strategy & Investor Relations since June 2019, after having served as Agilysys Vice President - Finance. Following his resignation, Tony Pritchett will remain with the Company until June 30 to assist with the transition.
Ramesh Srinivasan, President and Chief Executive Officer of Agilysys, said, "On behalf of the Board of Directors and management team, I would like to express our appreciation to Tony for his leadership, financial expertise and financial management during his tenure with Agilysys. Tony has done an outstanding job leading our efforts to improve profitability while strengthening our financial and operational teams. We wish Tony the best in his choice to pursue entrepreneurial endeavors.
“We are fortunate to have Dave Wood accept the responsibility as our next Chief Financial Officer. Dave has been with Agilysys in senior financial roles for over eight years, and knows our Company, customers and markets well. Having a candidate as strong as Dave ready for internal promotion to a key leadership role is a testament to the depth of our senior leadership team. Dave has my complete confidence as our new CFO."
“It has been an honor to be a part of this talented leadership team and to help drive the growth and profitability of Agilysys,” said Pritchett, “I have worked with Dave for many years and am confident he will provide excellent leadership, positioning Agilysys for continued success in the future. I am sincerely thankful for the opportunity to have worked for this great company, and I know that they will continue to build upon the strong foundation we have built.”
Dave joined Agilysys in 2011 as the Controller of the Hospitality Division. Since that time, he has led a variety of teams across Operations, Accounting and Finance, serving as Vice President – Finance, and subsequently as Vice President – Corporate Strategy & Investor Relations. Prior to joining Agilysys, Dave was a Senior Manager at NCR and Radiant Systems working on various Finance and Accounting functions.
“I am honored to be given the opportunity to serve as Agilysys’ CFO, and appreciate the confidence of Ramesh and the Board,” said Wood. “Tony has provided us with strong leadership, and I look forward to working with our shareholders and other stakeholders to continue positioning Agilysys as a financially strong, growing innovator in hospitality solutions.”
About Agilysys
Agilysys has been a leader in hospitality software for more than 40 years, delivering innovative guest-centric technology solutions for gaming, hotels, resorts and cruise, corporate foodservice management, restaurants, universities, healthcare, and sports and entertainment. Agilysys offers the most comprehensive software solutions in the industry, including point-of-sale (POS), property management (PMS), inventory and procurement, payments, and related applications, to manage the entire guest journey. Agilysys is known for its leadership in hospitality, its broad product offerings and its customer-centric service. Some of the largest hospitality companies around the world use Agilysys solutions to help improve guest loyalty, drive revenue growth and increase operational efficiencies. Agilysys operates across the Americas, Europe, the Middle East, Africa, Asia-Pacific, and India with headquarters located in Alpharetta, GA.
For more information, visit www.agilysys.com.
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PR Contacts:
Media: Robert Shecterle, Agilysys, Inc., 770-810-6046, robert.shecterle@agilysys.com
Investors: Dave Wood, Agilysys, Inc., 770-810-7920, dave.wood@agilysys.com