8-K 1 nwgi1709018k-com.txt BOARD COMMITTEES 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 reported event): September 1, 2017 NEWGIOCO GROUP, INC. (Exact name of registrant as specified in its charter) DELAWARE 000 - 50045 33-0823179 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification Number) incorporation or organization) 130 Adelaide Street West, Suite 701 Toronto, Ontario M5H 2K4, Canada (Address of principal executive offices) +39 391 306 4134 (Registrant's telephone number) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registration under any of the following provisions (see General Instruction A.2. below): |_| 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)) Item 8.01 OTHER EVENTS Effective September 1, 2017, the Company Board of Directors established two standing committees of the Board: an Audit Committee and Compensation Committee. In addition, the Board appointed the following directors to serve on such committees, as indicated below: Audit Committee Chairman: Kelly Ehler Members: Robert Stabile and Quirino Mancini Compensation Committee Chairman: Quirino Mancini Members: Robert Stabile, Kelly Ehler and Stefano Giorgi On September 7, 2017, the Company issued a press release to announce the formation of the board committees, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference. Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS Exhibit Number Description _______________ ______________________________________________________________ 99.1 Press Release Dated September 7, 2017 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. DATED: September 7, 2017. NEWGIOCO GROUP, INC. /s/ Michele Ciavarella ________________________ Michele Ciavarella Chairman of the Board Chief Executive Officer