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, 2020
| PALTALK, INC. |
| (Exact name of registrant as specified in its charter) |
| Delaware | 001-38717 | 20-3191847 |
| (State or other jurisdiction of | (Commission File Number) | (IRS Employer |
| incorporation) | Identification No.) | |
|
30 Jericho Executive Plaza, Suite 400E Jericho, NY |
11753 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (212) 967-5120
(Former name or former address, if changed since last report)
Not Applicable
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)
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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 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act: None
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
| — | — | — |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Section 5 — Corporate Governance and Management
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 24, 2020, Michael Levit delivered a letter to Paltalk, Inc. (the “Company”) stating that he will resign from his position as member of the Company’s Board of Directors (the “Board”) and each of its committees, effective as of November 24, 2020. Mr. Levit’s resignation from the Board was not in connection with any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
On November 24, 2020, in order to fill the vacancy resulting from Mr. Levit’s resignation from the Board, the Board appointed Kara Jenny, the Company’s current Chief Financial Officer, to the Board, effective immediately. Ms. Jenny will serve in such capacity until the Company’s 2021 annual meeting of stockholders or until her earlier death, resignation or removal. Ms. Jenny will not serve on any of the Board’s committees, nor will Ms. Jenny be entitled to receive any compensation for her service on the Board.
There are no arrangements or understandings between Ms. Jenny and any other persons pursuant to which she was selected to serve on the Board. In addition, there are no transactions between the Company and Ms. Jenny or her immediate family members requiring disclosure under Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended.
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: | November 25, 2020 | ||
| PALTALK, INC. | |||
| By: | /s/ Jason Katz | ||
| Jason Katz | |||
| Chief Executive Officer | |||