Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On November 4, 2022, Khalid Anwar resigned from his position as the principal
financial officer and principal accounting officer of Staffing 360 Solutions,
Inc. (the "Company"), effective immediately. On November 4, 2022, the Board of
Directors (the "Board") of the Company appointed Mr. Joe Yelenic, Senior Vice
President, Corporate Finance, as the principal financial officer of the Company
and Mr. Nick Koutsivitis, Senior Vice President, Corporate Controller, as the
principal accounting officer of the Company, effective as of the same date.
Mr. Yelenic, age 61, joined the Company as a result of the acquisition of
Headway Workforce Solutions ("Headway") on May 18, 2022. During his 18 years
with Headway, he served in senior financial roles, including Director of
Internal Audit and Chief Financial Officer. Mr. Yelenic was instrumental in
overseeing Headway's growth in revenues during this time. Mr. Yelenic assumed
the role of President, Chief Operating Officer for Headway in January 2019. As a
licensed CPA with over thirty-eight years of financial management experience,
primarily in HR outsourcing and temporary staffing industries, Mr. Yelenic
provides strategic financial and operational leadership in his role involving
financial planning and analysis for the Company. His experience includes several
M&A transactions beginning with the buyout of SPEC Group Holdings in 1994, where
he helped facilitate six years of accelerated growth before its acquisition by
TMP Worldwide. Mr. Yelenic graduated from Duquesne University in Pittsburgh
Pennsylvania with a Bachelor of Science degree in accounting. Mr. Yelenic has
served as the Company's Senior Vice President, Corporate Finance since May 2022.
Mr. Koutsivitis, age 48, brings to the Company more than 20 years of experience
in accounting and leadership roles. From 2014 to 2017, he was the Corporate
Controller of the Company. From 2017 to 2019, he was the CFO of a privately
owned staffing company before returning to the Company in 2020. Mr. Koutsivitis
has served as the Company's Senior Vice President, Corporate Controller since
2020.
There is no family relationship between either of Mr. Yelenic or Mr. Koutsivitis
and any director or executive officer of the Company. There are no transactions
between either of Mr. Yelenic or Mr. Koutsivitis and the Company that would be
required to be reported under Item 404(a) of Regulation S-K of the Securities
Exchange Act of 1934, as amended.
Item 5.08 Shareholder Director Nominations
On November 4, 2022, the Board established December 30, 2022, as the date for
the Company's 2022 annual meeting of the stockholders (the "Annual Meeting") and
set November 23, 2022 as the record date for the Annual Meeting. Due to the fact
that the date of the Annual Meeting has been changed by more than 30 days from
the anniversary date of the 2021 annual meeting of the stockholders, the Company
is providing the due date for submission of any qualified stockholder proposal
or qualified stockholder nominations.
In accordance with Rule 14a-5(f) and Rule 14a-8(e) under the Securities Exchange
Act of 1934, as amended (the "Exchange Act"), and the Company's amended and
restated bylaws (the "Bylaws"), stockholders of the Company who wish to have a
proposal or nomination considered for inclusion in the Company's proxy materials
for the Annual Meeting pursuant to Rule 14a-8 under the Exchange Act, must
ensure that such proposal is received by the Company's Secretary at its
principal executive offices at 757 Third Avenue, 27th Floor, New York, NY,
10017, on or before the close of business on November 18, 2022. Stockholder
proposals must comply with all of the applicable requirements set forth in the
rules and regulations of the Securities and Exchange Commission, including Rule
14a-8 under the Exchange Act and the Company's Bylaws.
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