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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): March 18,
2022 (March 16, 2022)
ALTISOURCE ASSET MANAGEMENT CORPORATION
(Exact name of Registrant as specified in its charter)
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U.S. Virgin Islands |
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001-36063
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66-0783125 |
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(State or other jurisdiction of incorporation or
organization) |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
5100 Tamarind Reef
Christiansted, U.S. Virgin Islands 00820
(Address of principal executive offices including zip
code)
(704) 275-9113
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last
report)
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)
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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))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Securities registered or to be registered pursuant to Section 12(b)
of the Act:
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Title of each class
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Trading Symbol(s) |
Name of each exchange on which registered
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Common stock, par value $0.01 per share |
AAMC |
NYSE American |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter):
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.
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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.
On March 16, 2022, Jason Kopcak entered into an employment
agreement with Altisource Asset Management Company (the “Company”)
as President and Chief Operating Officer. Mr. Kopcak's employment
will begin on May 15, 2022 or such earlier date as the Company and
Mr. Kopcak agree (the "Start Date").
Prior to joining the Company, Mr. Kopcak, 50, was employed with
Morgan Stanley beginning in September, 2018, as an Executive
Director of the residential mortgage team within Global Capital
Markets. He was involved in all facets of the mortgage and
alternative lending business from trading, warehousing,
securitization to investment banking. Prior to his employment at
Morgan Stanley, Mr. Kopcak worked at Nomura, a global financial
services group, from May, 2012 until September, 2018 in a similar
capacity. Mr. Kopcak has more than twenty-five years of experience
in the mortgage business.
In connection with his appointment, the Company and Mr. Kopcak
entered into an employment agreement (the “Employment Agreement”)
setting forth the terms of Mr. Kopcak’s employment. The Employment
Agreement provides for an annual base salary of $575,000, an annual
bonus of $575,000, and participation in employee benefit programs
of the Company on the same terms as other similarly situation
employees. In addition, Mr. Kopcak will receive a $250,000 signing
bonus (subject to 100%, 66.67% or 33.33% recoupment if Mr. Kopcak
terminates his employment without Good Reason (as defined in the
Employment Agreement) or the Company terminates Mr. Kopcak for
Cause (as defined in the Employment Agreement) during the first,
second or third years of employment, respectively). For the
avoidance of doubt, the amounts the Employee is required to repay
pursuant to the preceding sentence are the entire amount of the
Signing Bonus paid by the Company, or (66.67%) or (33.33%) of such
amount less any taxes paid by the Employee. Mr. Kopcak will receive
a one-time equity award grant of 22,500 restricted shares of
Company common stock, which will vest in three equal installments
on the first three anniversaries of the Start Date. In the event
Mr. Kopcak's employment is terminated by the Company without Cause
or he resigns for Good Reason he would be entitled to, among other
things, a separation payment in the amount of one-half of his
annual base salary, one-half of his target annual bonus and
accelerated vesting of his restricted shares.
The Employment Agreement contains customary covenants on
non-competition (for 12 months if termination is for Cause or
without Good Reason), non-solicitation of employees (for 12 months)
and non-solicitation of customers (for 12 months) by Mr. Kopcak and
requires that all disputes be determined by binding
arbitration.
The foregoing description of the Employment Agreement does not
purport to be complete and is qualified in its entirety by
reference to the full text of the Employment Agreement, which is
attached hereto as Exhibit 10.1 and incorporated herein by
reference.
Item 7.01 Regulation FD Disclosure
On March 21, 2022, at 8:00 a.m. (ET), the Company will hold a
conference call to discuss the firm’s new strategic direction. A
copy of the presentation for the conference call is attached as
Exhibit 99.1 to this Report on Form 8-K.
Exhibit 99.1 is being furnished pursuant to Item 7.01 of Form 8-K
and the information included therein shall not be deemed “filed”
for purposes of Section 18 of the U.S. Securities Exchange Act of
1934, as amended (the "Exchange Act") or otherwise subject to the
liabilities under that Section and shall not be deemed to be
incorporated by reference into any filing of Group Inc. under the
U.S. Securities Act of 1933, as amended, or the Exchange
Act.
Item 8.01 Other Events.
On
March 18, 2022, the Company issued a press release announcing
the firm's new strategic direction. A copy of the press release is
attached as Exhibit 99.2 to this Report on Form 8-K and
incorporated into this Item 8.01 by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No.
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Description
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Jason Kopcak Employment Contract dated March 16,
2022.
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Presentation of AAMC dated March 18, 2022 for conference call
on March 21, 2022.
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Press Release of Altisource Asset Management Corporation, dated
March 18, 2022.
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL
document). |
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, as amended, the registrant has
duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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Altisource Asset Management Corporation
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March 18, 2022 |
By:
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/s/ Kevin Sullivan |
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Kevin Sullivan
General Counsel
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Altisource Asset Managem... (AMEX:AAMC)
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