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EX-99.1 - AXION INTERNATIONAL HOLDINGS, INC. | v208634_ex99-1.htm |
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) January 18, 2011
AXION INTERNATIONAL
HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Colorado
(State
or other jurisdiction
of
incorporation)
|
0-13111
(Commission
File Number)
|
84-0846389
(IRS
Employer
Identification
No.)
|
180 South Street, Suite 104, New Providence, New
Jersey
(Address
of principal executive offices)
|
07974
(Zip
Code)
|
Registrant’s
telephone number, including area code: (908) 542-0888
Not
Applicable
(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 (see General Instruction A.2. below):
¨
|
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))
|
Item
5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
January 18, 2011, the Directors of Axion International Holdings, Inc. (the
"Company") accepted the resignation of James Kerstein as Chief Executive
Officer. Mr. Kerstein will continue to serve as Chief Technology
Officer and Director of the Company.
The Board
of Directors of the Company appointed Steve Silverman, currently the Company’s
President, Chief Operating Officer and Director of the Company to now serve as
the Company’s Chief Executive Officer. Mr. Silverman, age 46, has
been the President and Chief Operating Officer of the Company since October 11,
2010 and a Director since November 2, 2010. Prior to joining the
Company, Mr. Silverman served as executive vice president of Archbrook Laguna
LLC (“Archbrook”) since 2006 and was vice president of operations and business
development of Archbrook from 2000 until 2005. From 1997 until 2000
he was Archbrook’s vice president of sales. Archbrook is a total
solution provider, supplying consumer electronics and computer products to
retailers through a state-of-the-art logistic service. As executive
vice president, Mr. Silverman was responsible for developing and implementing
strategic corporate policies as well as the day-to-day operational management of
Archbrook. As vice president of operations and business development,
Mr. Silverman assumed a diverse range of strategic and operational functions,
with a focus on business development. Mr. Silverman received a B.S.
in Business Administration from Widener University in 1986.
With
respect to the employment of Mr. Silverman as Chief Executive Officer, there are
no arrangements or understandings between him and the Company and any other
persons pursuant to which he was appointed as Chief Executive
Officer. There is no material plan or contract arrangement to which
Mr. Silverman is a party or in which he participates that is being entered into
or amended in connection with his employment as Chief Executive
Officer. There is no proposed transaction between the Company and Mr.
Silverman except Mr. Silverman’s employment agreement with the Company described
in the Company’s Annual Report on Form 10-K filed with the SEC for the year
ended September 30, 2010.
Item
5.03 Amendments to Articles of Incorporation or By-Laws; Change in
Fiscal Year.
On
January 18, 2011, the Company’s Board of Directors approved the change of the
date of the Company’s fiscal year end from September 30 to December
31. A report covering the transition period will be filed on Form
10-K.
Item
8.01 Other Events.
On
January 21, 2011, the Company issued a press release announcing the change in
its Executive Officers and change in its fiscal year, a copy of which is filed
as an exhibit to this Report on Form 8-K.
Item
9.01 Financial Statements and Exhibits
(d) Exhibits
99.1
|
Press
Release Dated January 21, 2011
|
1
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Date: January
21, 2011
|
AXION
INTERNATIONAL HOLDINGS, INC.
|
|
By:
|
/s/ Steven Silverman
|
|
Name: Steven Silverman | ||
Title: Chief Executive Officer |
2