Everi Holdings Inc.
8-K on 04/06/2021   Download
SEC Document
SEC Filing
0001318568false00013185682021-04-022021-04-02


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

April 2, 2021
Date of Report (Date of earliest event reported)

Everi Holdings Inc.
(Exact name of registrant as specified in its charter)
Delaware001-3262220-0723270
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)

7250 S. Tenaya Way, Suite 100, Las Vegas, Nevada, 89113
(Address of principal executive offices)
(800) 833-7110
(Registrant’s telephone number, including area code)
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)
                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))
                Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common Stock, $0.001 par valueEVRINew York Stock Exchange
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.   ☐




Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 2, 2021, E. Miles Kilburn advised Everi Holdings Inc. (the “Company”) that he will retire from the Board of Directors (the "Board") and will not stand for reelection at the Company’s 2021 Annual Meeting of Stockholders, which will be held on May 19, 2021, Mr. Kilburn’s last day of service on the Board. Mr. Kilburn, who is currently a member of the Company’s Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee, has been a member of the Board since March 2005 and has served as Chairman since 2008. As a member of the Board and its Chairman, Mr. Kilburn has helped guide the Company through organic growth, several acquisitions, and key management changes.

On April 6, 2021, the Company issued a press release announcing the retirement of Mr. Kilburn, a copy of which is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.Document
  
99.1
104The cover page of this Current Report on Form 8-K, formatted in Inline XBRL.




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.
 EVERI HOLDINGS INC.
   
Date: April 6, 2021By:/s/ Todd A. Valli
  Todd A. Valli,
Senior Vice President, Corporate Finance and Chief Accounting Officer