Item 5.02 |
Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
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(c) On June 14, 2019, Joan Nano accepted an offer from the
Audit Committee of the Board of Directors of Revolution Lighting
Technologies, Inc. (the “Company”) to serve as the Company’s Chief
Financial Officer, effective as of that date. In this position,
Ms. Nano will also assume the duties of the Company’s
principal financial officer and principal accounting officer, which
are currently held by Robert V. LaPenta. Ms. Nano, age 64, has
served as a financial consultant to the Company since
March 27, 2019, in which role she has assisted the Company in
its ongoing work to restate certain of its previously issued
financial statements and prepare for the completion of its 2018 and
2019 financial statements.
Prior to accepting the position of Chief Financial Officer of the
Company, Ms. Nano has been Managing Director of Finance
Solutions, LLC, a financial consulting firm, since 2008. As a
financial consultant, Ms. Nano worked with public and private
companies on the preparation of financial statements and other
Securities and Exchange Commission reporting matters, acquisition
integration, cost saving initiatives, ERP implementation and tax
matters. From 2001 to 2007, Ms. Nano served as the Vice
President, Controller and Chief Accounting Officer at Crane Co., a
multi-billion dollar publicly held diversified manufacturing
company where she led worldwide financial planning and analysis,
investment analysis, budgeting, forecasting, accounting and
internal and external financial reporting. Ms. Nano is a
Certified Public Accountant and holds a B.S. from Sacred Heart
University; she has completed executive training at the Wharton
School. There is no arrangement or understanding between
Ms. Nano and any other person pursuant to which she was
selected as Chief Financial Officer.
As Chief Financial Officer, Ms. Nano will receive an annual
base salary of $210,000 plus a discretionary bonus opportunity and
will be eligible to participate in the Company’s standard benefit
plans. In addition, she will enter into the Company’s standard form
of indemnification agreement for officers and directors.
Mr. LaPenta has agreed, in his individual capacity, to
guarantee the payment of the Company’s obligations under the
indemnification agreement.
On June 14, 2019, the Company issued a press release
announcing Ms. Nano’s acceptance of the Chief Financial
Officer position. A copy of the press release is attached as
Exhibit 99.1.
Item 9.01 |
Financial Statements and Exhibits.
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(d) Exhibits