Attached files

file filename
EX-99.1 - Rand Logistics, Inc.e612913_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) November 24, 2014
 
Rand Logistics, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
001-33345
20-1195343
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
 
500 Fifth Avenue, 50th Floor, New York, New York
10110
(Address of principal executive offices)
(Zip Code)
 
Registrant’s telephone number, including area code    (212) 644-3450
 
 
(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 240.13a-4(c))
 
 
 

 
 
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
 
On November 24, 2014, the board of directors (the “Board”) of Rand Logistics, Inc. (the “Company”) increased the number of directors of the Company from five to six directors in accordance with the Company’s Second Amended and Restated By-Laws, and appointed Kirk Thompson as a Class II director of the Company to fill the vacancy created by such increase, with a term expiring at the Company’s 2017 annual meeting of stockholders. The increase in the size of the Board and the appointment of Mr. Thompson were based on the recommendations of the Corporate Governance/Nominating Committee of the Board.
 
Item 8.01. Other Events.
 
On November 24, 2014, the Company issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference herein.
 
 
 

 
 
Item 9.01. Financial Statements and Exhibits

Exhibits:

99.1                    Press release, dated November 24, 2014.
 
 
 

 
 
Signature
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
RAND LOGISTICS, INC.
 
       
Date:  November 24, 2014
By:
/s/ Joseph W. McHugh, Jr.  
 
Name: Joseph W. McHugh, Jr.
 
 
Title:   Chief Financial Officer