UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 14, 2024 (
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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.
In accordance with the terms and conditions of the Stock Purchase Agreement, dated as of January 5, 2024, by and between Trinity Place Holdings Inc. (the “Company”), TPHS Lender LLC (the “Company Investor”) and TPHS Investor LLC (the “JV Investor” and together with the Company Investor, the “Investor”), as amended on January 30, 2024, the Investor selected Daniel C. Bartok as one of its director designees, and on June 11, 2024, upon the recommendation of the Nominating and Corporate Governance Committee, the board of directors of the Company elected Mr. Bartok as a director. Mr. Bartok was appointed as a member of the Compensation Committee and Nominating and Corporate Governance Committee of the board of directors. Mr. Bartok is currently engaged as an independent consultant to Davidson Kempner Hawthorne Partners LLC, which is an affiliate of the Investor. Mr. Bartok will be compensated in accordance with the Company’s standard compensation policies and practices for non-employee directors.
In addition, on June 11, 2024, Patrick J. Bartels, Jr. tendered his resignation from the board of directors of the Company, effective immediately. There are no disagreements between Mr. Bartels and the Company relating to the Company’s operations, policies or practices that resulted in Mr. Bartels’ decision to resign.
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.
| TRINITY PLACE HOLDINGS INC. | |
| Date: June 14, 2024 | /s/ Steven Kahn |
| Steven Kahn | |
| Chief Financial Officer |