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 17, 2019 (December 16, 2019)
The Meet Group, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-33105 | | 86-0879433 |
| (State or other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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100 Union Square Drive New Hope, Pennsylvania | | 18938 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (215) 862-1162
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| Not Applicable |
| (Former name or former address if changed since last report.) |
Securities registered pursuant to Section 12(b) of the Exchange Act:
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock | | MEET | | NASDAQ |
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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 16, 2019, the Board of Directors (the “Board”) of The Meet Group, Inc., a Delaware corporation (the “Company”), elected Keith Richman to serve on the Board, effective immediately. Mr. Richman fills a vacancy on the Board created by the action of the Board to increase its size from six (6) to seven (7) members.
Mr. Richman will receive compensation for his service on the Board as a non-employee member of the Board in the same manner as other non-employee members of the Board. In connection with his election to the Board, Mr. Richman entered into the Company’s standard form of indemnification agreement and executed an irrevocable letter of resignation that provides for him to resign from the Board under various circumstances. The Board did not appoint Mr. Richman to any Board committee.
There is no arrangement or understanding between Mr. Richman and any other persons pursuant to which Mr. Richman was elected to serve on the Board. The Company is not aware of any transaction or relationship involving Mr. Richman requiring disclosure under Item 404(a) of Regulation S-K.
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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| | | THE MEET GROUP, INC. |
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| Date: | December 17, 2019 | By: /s/ Geoff Cook |
| | | Name: Geoff Cook Title: Chief Executive Officer |
