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): December 8, 2019
ALASKA COMMUNICATIONS SYSTEMS GROUP, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-38341 | 52-2126573 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 600 Telephone Avenue, Anchorage, Alaska | 99503-6091 |
| (Address of principal executive offices) | (Zip Code) |
| Registrant’s telephone number, including area code | 907 - 297 – 3000 |
| |
| (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 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common Stock, par value $.01 per share | ALSK | The Nasdaq Stock Market LLC |
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 ☐
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. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 4, 2019, Alaska Communications Systems Group, Inc. (the “Company”) approved the appointment of Tiffany Hoogerhyde (age 48) to the position of Vice President, Finance & Controller of the Company effective December 8, 2019. This Current Report on Form 8-K is being filed concurrently with the Company’s public announcement of the appointment. In this role, Ms. Hoogerhyde will serve as the Company’s principal accounting officer and be responsible for leadership of the Company’s accounting and general ledger operations, financial statement preparation, tax reporting and compliance, certain regulatory reporting, coordination of the annual independent audit and quarterly reviews, and internal control processes. Ms. Hoogerhyde has served as the Company’s Director, Accounting since May 2013 and was the Director, Treasury Operations beginning in August 2011. Ms. Hoogerhyde joined the Company’s finance operations in January 1998.
The Company entered into a new employment agreement with Ms. Hoogerhyde (the “Agreement”). Any prior agreements or understandings with respect to Ms. Hoogerhyde’s employment by the Company were cancelled as of the effective date of the Agreement. However, all restricted stock units granted to Ms. Hoogerhyde prior to the effective date of the Agreement shall continue in effect in accordance with their respective terms and shall not be modified, amended or cancelled by the Agreement.
The following summary of the Agreement is qualified in its entirety by reference to the Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Term. The appointment is effective December 8, 2019. The agreement can be terminated by either party at any time for any reason, with or without cause.
Compensation. Ms. Hoogerhyde’s initial annual base salary will be $180,000. In addition to her base salary, effective January 1, 2020, Ms. Hoogerhyde will be eligible for an annual cash incentive of 50% of her base salary, or $90,000. Payment of the annual cash incentive is subject to achievement of Company and individual performance targets and approval by the Company’s Board of Directors. Ms. Hoogerhyde will also be eligible for an annual long-term incentive compensation award of 50% of her base salary, comprised of retention and performance cash and/or equity compensation. All such awards are contingent upon approval by the Company’s Board of Directors.
Termination Benefits. Ms. Hoogerhyde will be covered by the Company’s officer severance policy.
There are no arrangements or understandings between Ms. Hoogerhyde and any other persons in connection with her appointment. There are no family relationships between Ms. Hoogerhyde and any director or executive officer of the Company, and Ms. Hoogerhyde is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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: January 3, 2020 | | Alaska Communications Systems Group, Inc. | |
| | | |
| | | | |
| | | | |
| | /s/ Leonard A. Steinberg | |
| | | Leonard A. Steinberg | |
| | Corporate Secretary | |
Exhibit Index
Exhibit No. | Description |
10.1 | Employment Agreement between Alaska Communications Systems Group, Inc. and Tiffany Hoogerhyde effective December 8, 2019. |
