Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers. OnDecember 31, 2021 , upon the recommendation of theNominating and Corporate Governance Committee , the Board of Directors (the "Board") of a.k.a.Brands Holding Corp. (the "Company") approved an increase in the size of the Board from six members to eight members and appointed each ofSimon Beard andIlene Eskenazi to the Board, effective immediately.Mr. Beard will serve as a Class II director until the Company's 2023 annual meeting of stockholders and until his successor shall have been duly elected and qualified. At this time,Mr. Beard has not been appointed to serve on a Board committee.Mr. Beard will not receive compensation for his service as a director. The Company reports the following related person transactions withMr. Beard consistent with Item 404(a) of Regulation S-K: the Registration Rights Agreement, the Stockholders Agreement and the Agreement with Culture Kings Minority Equityholders, each as defined and more specifically described in the Company's registration statement on Form S-1 (File No. 333-259028), originally filed with theSecurities and Exchange Commission (the "SEC") onAugust 24, 2021 , as amended (the "Registration Statement"), and the exhibits thereto.Ms. Eskenazi will serve as a Class I director until the Company's 2022 annual meeting of stockholders and until her successor shall have been duly elected and qualified.Ms. Eskenazi is deemed to be independent in accordance with the rules of theSEC and theNew York Stock Exchange . At this time,Ms. Eskenazi has not been appointed to serve on a Board committee. In connection withMs. Eskenazi's service as a member of the Board,Ms. Eskenazi will receive an annual cash retainer of$50,000 to be paid in quarterly installments and an annual equity grant in the form of time-based restricted stock units having a grant date fair value of$100,000 , which shall fully vest on the one-year anniversary of the effective grant date. Each ofMr. Beard andMs. Eskenazi was nominated as a director pursuant to the Director Nomination Agreement, dated as ofSeptember 24, 2021 , by and among the Company and funds affiliated withSummit Partners , which was filed as Exhibit 10.1 to the Company's Current Report on Form 8-K filed with theSEC onSeptember 27, 2021 . There are no other arrangements or understandings betweenMr. Beard orMs. Eskenazi and any other person pursuant to which each ofMr. Beard orMs. Eskenazi was selected as a director of the Company.Mr. Beard andMs. Eskenazi will be reimbursed for reasonable out-of-pocket expenses incurred to attend meetings of the Board or committees thereof or otherwise performing duties consistent with service on the Board in accordance with the Company's expense reimbursement policy. The Company entered into its standard form of indemnification agreement with each ofMr. Beard andMs. Eskenazi . The form of indemnification agreement is filed as Exhibit 10.3 to the Company's Registration Statement. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. The following exhibits are filed as part of this report: Exhibit No. Description 99.1 Press release datedJanuary 4, 2022 104 Cover page interactive data file (embedded within the inline XBRL document) 1
--------------------------------------------------------------------------------
© Edgar Online, source