Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of Chief Executive Officer; Appointment of Interim Chief Executive Officer
On August 1, 2022, Mr. Daniel DiPofi resigned from his position as Chief Executive Officer of Twinlab Consolidated Holdings, Inc. (the “Company”), effective immediately. Mr. DiPofi continues to serve as a director of the Company. The Board of Directors of the Company unanimously accepted Mr. DiPofi’ s resignation and appointed Kyle Casey, the Company’s current Chief Financial Officer, as Interim Chief Executive Officer, effective immediately. In his capacity as Interim Chief Executive Officer, Mr. Casey will succeed Mr. DiPofi as the principal executive officer of the Company, while maintaining his position as the principal financial officer.
Mr. Casey, age 39, joined the Company in April 2019 and served as the Company’s Controller prior to his appointment as interim Chief Financial Officer of the Company, effective October 8, 2019. He was appointed Chief Financial Officer on January 13, 2020. Before joining the Company, Mr. Casey was with Gulfstream Park Racetrack and Casino from December 2015 through November 2018, most recently serving as the Vice President of Finance. Prior to his employment with Gulfstream Park Racetrack and Casino, Mr. Casey served as Chief Auditing Officer for the Florida Department of Business and Professional Regulation from March 2014 through December 2015. Mr. Casey holds a Bachelor of Science in Accounting and Finance, as well as a Master of Science in Taxation, from Florida State University. Mr. Casey is a licensed Certified Public Accountant.
There are no arrangements or understandings between Mr. Casey and any other persons in connection with his appointment. There are no family relationships between Mr. Casey and any director or executive officer of the Company, and Mr. Casey is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K under the Securities Act of 1933, as amended.
On August 26, 2022, at a special meeting of the Board of Directors of the Company, the Board of Directors of the Company discussed the modification of Mr. Casey’s salary in recognition of his additional duties as Interim Chief Executive Officer. The Company has not entered into an employment agreement with Mr. Casey in his capacity as Interim Chief Executive Officer and Chief Financial Officer, but the Board of Directors of the Company unanimously approved that his compensation be modified so that, effective August 1, 2022, he will receive an annual base salary of $345,000, until such time as a permanent Chief Executive Officer is elected, at which time Mr. Casey’s salary will revert to $262,000, his prior salary as Chief Financial Officer.