Item 5.02 Departure of Directors or Certain
Officers; Election of Directors, Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
Resignation of Directors
On July 29, 2019, Mr. Max Robbins, Mr. Richard Kromka, Mr. Michael
H. Conn and Mr. Kevin Hu (collectively, the
“Directors”) informed the Board of Directors (the
“Board”) of Blockchain Industries, Inc. (the
“Company”) that they each were resigning from the
Board, including membership on all committees of the Board,
effective immediately. The Directors’ resignations from the
Board was not the result of any disagreement with the Company on
any matter relating to the Company’s operations, policies or
practices. Copies of the Directors resignation letters (the
“Letters of Resignation”) are attached hereto as
Exhibits 17.2. 17.3, 17.4 and 17.5 to this Current Report on Form
8-K.
Resignation of Chief Operating Officer and Interim Chief Executive
Officer
Mr.
Paul Kim voluntarily resigned as the Company’s Chief
Operating Officer, Interim Chief Executive Officer, and all other
positions with the Company to which he has been assigned regardless
of whether he served in such capacity, effective immediately. Mr.
Kim’s resignation was not as a result of any disagreements
with the Company. Mr. Kim’s Letter of Resignation is attached
hereto as Exhibit 17.1 to this Current Report on Form
8-K.
Appointment of Executive Chairman
On July
29, 2019, the Board appointed Mr. Andreas Typaldos as the
Company’s Executive Chairman.
Andreas
Typaldos, age73
Mr
Andreas Typaldos, Executive Chairman, 73 years old. Both currently,
and previously, Mr Typaldos has held senior executive positions in
almost a dozen private and publicly traded companies, holding
senior management positions including Executive Chairman, Chairman,
Member of the Board of Directors, CEO, and President. Currently, he
is Executive Chairman, since 2014, of Scalix, Inc., an email
software company; Executive Chairman of an internet AI company,
Coin Analyst, since 2018; founding investor, major shareholder, and
managing partner of a datacenter company, CPG Ventures, since about
2015; board member of a bio-engineering cancer diagnostics research
and development company, QCDx LLC since 2019; and major investor
and managing partner of a restaurant-owning hospitality group, the
Merakia Group since 2014. From 2003 to 2014 he was CEO of Xandros
Inc., a Linux desktop operating systems company; while, from 2004
to 2012, he was also Chairman of a fabless semiconductor company,
Arkados Inc. In the years prior to 2003, he was founder, major
investor and shareholder, and CEO of a number of enterprise
software, internet, and technology consulting companies. Mr
Typaldos has an undergraduate Bachelor of Science degree from
Columbia University in Mathematical Methods for Engineering and
Operations Research, and a Masters in Computer Science from Pratt
Institute. A native of Greece, he came to the US on a scholarship
from Columbia University in 1963, has four adult children, is
married since 1968, and lives in New York City with his
wife.
There
is no arrangement or understanding between Mr. Typaldos and any
other persons pursuant to which Mr. Typaldos was selected as an
officer. There are no family relationships between Mr. Typaldos and
any director, executive officer or person nominated or chosen by
the Company to become a director or executive officer of the
Company within the meaning of Item 401(d) of Regulation S-K under
the U.S. Securities Act of 1933 (“Regulation S-K”).
Since the beginning of the Company’s last fiscal year, the
Company has not engaged in any transaction in which Mr. Typaldos
had a direct or indirect material interest within the meaning of
Item 404(a) of Regulation S-K.
The above description of the Letters of Resignation does not
purport to be complete and is qualified in its entirety by the full
text of such documents, filed herewith as Exhibits 17.1, 17.2.
17.3, 17.4 and 17.5, respectively.