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EX-17.1 - EX-17.1 - NEW FRONTIER MEDIA INCa12-24228_2ex17d1.htm
EX-17.2 - EX-17.2 - NEW FRONTIER MEDIA INCa12-24228_2ex17d2.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

 

October 10, 2012

Date of Report (Date of earliest event reported)

 

New Frontier Media, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Colorado

 

000-23697

 

84-1084061

(State or Other Jurisdiction
of Incorporation)

 

(Commission File No.)

 

(IRS Employer
Identification No.)

 

6000 Spine Road, Suite 100, Boulder, CO 80301

(Address of principal executive offices)

 

(303) 444-0900

(Registrant’s telephone number, including area code)

 

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:

 

o            Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

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

 

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

 

o            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.

 

(a)  On October 10, 2012, Mr. Michael Weiner tendered his resignation as a director of New Frontier Media, Inc. (the “Company”), effective immediately.  Mr. Weiner indicated that he was resigning as a result of a disagreement with decisions made by the other members of the Company’s board of directors, all of whom are independent directors.  Mr. Weiner’s resignation follows his termination by the board of directors from the position of chief executive officer on September 15, 2012. A copy of Mr. Weiner’s resignation letter is attached hereto as Exhibit 17.1.

 

On October 16, 2012, the Company responded to Mr. Weiner by means of the letter attached hereto as Exhibit 17.2.  In accordance with the requirements of Item 5.02 of Form 8-K, the Company has provided Mr. Weiner a copy of the disclosures it is making in this report (including the Company letter referenced in the immediately preceding sentence) no later than the day of filing this report with the Securities and Exchange Commission.  The Company has provided Mr. Weiner with the opportunity to furnish it as promptly as possible with a letter addressed to the Company stating whether he agrees with the statements made by the Company in response to this Item 5.02 and, if not, stating the respects in which he does not agree.

 

Item 9.01     Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.

 

Exhibit Description

 

 

 

17.1

 

Letter from Michael Weiner dated October 10, 2012.

17.2

 

Letter from the Company to Michael Weiner dated October 16, 2012.

 

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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: October 16, 2012

NEW FRONTIER MEDIA, INC.

 

 

 

 

 

 

By:

/s/ Marc Callipari

 

Name:

Marc Callipari

 

Title:

Chief Legal Officer

 

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Exhibit Index

 

Exhibit No.

 

Exhibit Description

 

 

 

17.1

 

Letter from Michael Weiner dated October 10, 2012.

17.2

 

Letter from the Company to Michael Weiner dated October 16, 2012.

 

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