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EX-99.1 - ASPIRITY HOLDINGS LLCex99-1.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) August 15, 2016

 

ASPIRITY HOLDINGS LLC
(Exact Name of Registrant as Specified in Charter)

 

Minnesota   333-203994   27-1658449
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

 

701 Xenia Avenue, Suite 475, Minneapolis, MN   55416
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code (763) 432-1500

 

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 (see General Instruction A.2. below):

 

[  ] Written communication 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 2.02. Results of Operations and Financial Condition.

 

On August 15, 2016, Aspirity Holdings LLC (the “Company”) issued a press release regarding its financial results for the second quarter ended June 30, 2016 and certain other information. A copy of the press release is attached as Exhibit 99.1 hereto.

 

The information in this Item 2.02 and the information relating to financial results in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On August 15, 2016 the Company’s Board of Directors (the “Board”) appointed Scott C. Lutz (age 57) as President and Chief Executive Officer of the Company. The Company and Mr. Lutz previously have entered into an employment agreement, a copy of which was filed as Exhibit 10.2 to the Current Report on Form 8-K on January 6, 2016 and is incorporated herein by reference. Notwithstanding Mr. Lutz’s change in title, the employment agreement shall remain in full force.

 

On August 15, 2016, the Board elected Mr. Lutz to the Board to fill the vacancy caused by the resignation of Mark A. Cohn. The Company and Mr. Lutz will enter into the Company’s standard form of indemnification agreement for directors and officers, a copy of which was previously filed as Exhibit 10.9 to the Registration Statement on Form S-1 on February 10, 2012 (File No. 333-179460) and is incorporated herein by reference.

 

Item 8.01. Other Events.

 

On August 15, 2016, the Company issued a press release announcing the appointment of Mr. Lutz, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits      

 

Exhibit Number   Description
     
 99.1   Press Release

 

   
   

 

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.

 

  ASPIRITY HOLDINGS LLC
   
Date: August 16, 2016 By: /S/ Wiley H. Sharp III
  Name:  Wiley H. Sharp III
  Its: Vice-President and Chief Financial Officer