Shift Technologies Inc. filed SEC Form 8-K: Leadership Update
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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)
September 27, 2023 (
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Chief Financial Officer Appointment
On September 26, 2023, the Board of Directors (the “Board”) of Shift Technologies, Inc. (the “Company” or “Shift”) appointed Jason Curtis as the Company’s Chief Financial Officer, to succeed Oded Shein upon Mr. Shein’s transition as Chief Financial Officer of the Company, in each case effective as of September 27, 2023 (the “Effective Date”). Mr. Curtis will continue to serve as the Company’s Chief Accounting Officer as of the Effective Date.
Mr. Curtis, age 48, has served as the Company’s Chief Accounting Officer since June 2021. Prior to that, Mr. Curtis previously served as Chief Financial Officer of Boscov’s Department Store, LLC from May 2020 to January 2021 and in various financial positions with Stage Stores from May 2011 to May 2020, including as its Executive Vice President and Chief Financial Officer. Mr. Curtis also previously served in various financial positions with Belk, Inc. and The May Department Stores Company. Mr. Curtis holds a Bachelor of Science from the University of Pittsburgh.
There are no family relationships between Mr. Curtis and any director, executive officer, or person nominated or chosen by the Company to become a director or executive officer of the Company. Mr. Curtis is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K
On September 26, 2023, Shift Platform, Inc. (“Shift Platform”), a wholly-owned subsidiary of the Company, entered into a letter agreement with Mr. Curtis (the “Offer Letter”) which replaces and supersedes in its entirety that certain offer letter by and between Mr. Curtis and Shift Platform dated May 27, 2021.
Pursuant to the Offer Letter, Mr. Curtis will receive an annual base salary of $350,000. In addition, Mr. Curtis will receive a one-time signing bonus of $150,000, payable on the payroll date immediately following the Effective Date, subject to his continued employment with the Company as a full-time employee in good standing through December 31, 2023 (the “Signing Bonus”) and subject to recoupment by the Company upon the occurrence of certain terminations of employment.
If (i) Mr. Curtis resigns from his position for any reason, (ii) the Company terminates Mr. Curtis’ employment for Cause (as defined in the Offer Letter) or (iii) Mr. Curtis’ employment is terminated due to a Qualifying Termination (as defined in the Offer Letter), and he fails to timely execute, or revokes, a general waiver and release of claims in favor of the Company, in each case, at any time prior to December 31, 2023, the Signing Bonus will be subject to recoupment by the Company, and Mr. Curtis will be required to promptly repay the net-after-tax value of the Signing Bonus in full. In addition, if Mr. Curtis’ employment is terminated by the Company due to a Qualifying Termination, at any time prior to December 31, 2023, he will earn the Signing Bonus in full, subject to his timely execution and non-revocation of a release of claims in favor of the Company.
Oded Shein Transition
On the Effective Date, Oded Shein transitioned from his role as Chief Financial Officer of the Company. Mr. Shein’s transition is not the result of any disagreements over the Company’s business, operations, or strategic direction. The Company expects to enter into an agreement with Mr. Shein in connection with his transition from employment with the Company, the material terms of which will be disclosed in a subsequent Current Report on Form 8-K.
Director Resignation
On September 22, 2023, Luis Ignacio Solorzano Aizpuru, member of the Board of the Company, informed the Company of his decision to resign as a director of the Company, effective September 22, 2023. Mr. Solorzano served as a Class II director, a member of the Audit Committee and member of the Finance Committee of the Board. Mr. Solorzano’s decision to resign from the Board was not the result of any disagreement relating to the Company’s operations, policies or practices. The Company thanks Mr. Solorzano for his commitment and service to the Company. After giving effect to the foregoing director resignation of Mr. Solorzano from the Board, the Board consists of four (4) directors and three (3) vacancies.
In connection with Mr. Solorzano’s resignation from the Board, on September 26, 2023, the Board resolved that Adam Nash will serve as a member of the Audit Committee. Pursuant to the Company’s Director Compensation Policy, Mr. Nash will receive an additional cash retainer of $10,000 for his service on the Audit Committee, prorated for service for less than an entire annual period.
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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.
| SHIFT TECHNOLOGIES, INC. | ||
| Dated: September 27, 2023 | /s/ Ayman Moussa | |
| Name: | Ayman Moussa | |
| Title: | Chief Executive Officer | |
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