Current Report Filing (8-k)
November 22 2017 - 9:51AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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 20, 2017
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ZAIS GROUP
HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware
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001-35848
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46-1314400
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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Two Bridge Avenue, Suite 322
Red Bank, NJ
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07701-1106
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including
area code: (732) 978-7518
N/A
(Former name or former address, if changed since last report.)
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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 (§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
x
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.
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
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On November 20, 2017, Denise Crowley, a
Managing Director of ZAIS Group Holdings, Inc.’s (the “Company”) operating subsidiary, ZAIS Group, LLC (“ZAIS”),
and the Head of ZAIS’s Securitized Credit Business, was appointed as the Company’s Head of Business Development and
Client Relations. She succeeds Gregory Barrett.
On November 20, 2017, Gregory Barrett
entered into a Separation and Release Agreement (the “Agreement”) with ZAIS. Pursuant to the Agreement, Mr. Barrett
resigned as the Company’s Head of Business Development and Client Relations effective immediately. Under the Agreement,
Mr. Barrett will remain an employee of ZAIS through December 31, 2017 and will be available to conduct business at the request
of the Company. Mr. Barrett will continue to receive his base salary and benefits through December 31, 2017. Additionally, in
lieu of any amounts otherwise due to him, Mr. Barrett will also be entitled to receive a payment of $500,000 on December 31, 2017
subject to his compliance with the terms of a non-competition, non-solicitation, confidentiality and intellectual property agreement
between Mr. Barrett and ZAIS and his compliance with ZAIS’s policies and procedures. If Mr. Barrett breaches the Agreement,
all of the payments and other benefits to which he is entitled to under the Agreement would be subject to forfeiture.
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.
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ZAIS GROUP HOLDINGS, INC.
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By:
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/s/ Michael Szymanski
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Michael Szymanski
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President and Chief Executive Officer
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Date:
November 22, 2017
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