Attached files
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| EX-99.1 - Rand Logistics, Inc. | e613254_ex99-1.htm |
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
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FORM 8-K
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CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported) January 30, 2015
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Rand Logistics, Inc.
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(Exact name of registrant as specified in its charter)
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Delaware
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001-33345
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20-1195343
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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500 Fifth Avenue, 50th Floor, New York, New York
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10110
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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 (212) 644-3450
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(Former name or former address, if changed since last report.)
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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 240.13a-4(c))
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) On January 30, 2015, Scott Bravener resigned from the Board of Directors (the “Board”) of Rand Logistics, Inc. (the “Company”), effective immediately. Mr. Bravener’s resignation was not caused by any disagreement with the Company on any matter related to the Company’s operations, policies, or practices. Mr. Bravener will continue with his management duties as President and Chief Executive Officer of Lower Lakes Towing and Lower Lakes Transportation, Rand’s primary operating subsidiaries.
In connection with Mr. Bravener’s resignation, on January 30, 2015, the Board appointed Edward Levy, the Company’s President and Chief Executive Officer, as a Class I director of the Company to fill the vacancy created by Mr. Bravener’s resignation, with a term expiring at the Company’s 2016 annual meeting of stockholders.
Additionally, on January 30, 2015, the Board increased the number of directors of the Company from six to seven directors in accordance with the Company’s Second Amended and Restated By-Laws and appointed Robert Kenneth Kurz as a Class III director of the Company to fill the vacancy created by such increase, with a term expiring at the Company’s 2015 annual meeting of stockholders. The increase in the size of the Board and the appointments of Messrs. Levy and Kurz were based on the recommendations of the Corporate Governance/Nominating Committee of the Board.
Item 8.01. Other Events.
On February 3, 2015, 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 February 3, 2015.
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.
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RAND LOGISTICS, INC.
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Date: February 3, 2015
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By:
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/s/ Joseph W. McHugh, Jr. | |
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Name: Joseph W. McHugh, Jr.
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Title: Chief Financial Officer
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