Current Report Filing (8-k)
January 31 2018 - 11:29AM
Edgar (US Regulatory)
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):
January 30, 2018
JETPAY
CORPORATION
(Exact Name of Registrant as Specified in
Charter)
Delaware
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001-35170
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90-0632274
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(State or Other Jurisdiction
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(Commission
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(IRS Employer
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of Incorporation)
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File Number)
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Identification No.)
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3939 West Drive, Center Valley, PA 18034
(Address of Principal Executive Offices)
(Zip Code)
(610) 797-9500
(Registrant’s Telephone Number, Including
Area Code)
(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):
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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 240.13e 4(c))
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the
Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
¨
On January 30, 2018,
Robert Metzger, an independent director on the Board of Directors (“Board”) of JetPay Corporation, was appointed by
the Board to fill a vacancy on the audit committee created by Jonathan M. Lubert’s resignation from the Board on January
9, 2018. Following Mr. Metzger’s appointment to the audit committee, the audit committee consists of the following independent
directors: Robert Frankfurt (chairman), Robert Metzger and Steven Michienzi.
On January 30, 2018,
Robert Frankfurt, an independent director on the Board, was appointed by the Board to fill the vacancy on the nominating committee
created by Mr. Lubert’s resignation. Following Mr. Frankfurt’s appointment to the nominating committee, the nominating
committee consists of the following independent directors: Donald Edwards (chairman) and Robert Frankfurt.
SIGNATURE
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.
Dated: January 31, 2018
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JETPAY CORPORATION
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By:
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/s/ Gregory M. Krzemien
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Name:
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Gregory M. Krzemien
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Title:
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Chief Financial Officer
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