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): November 30, 2012
Towerstream Corporation
(Exact Name of Registrant as Specified in Charter)
|
Delaware |
001-33449 |
20-8259086 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) | ||
|
55 Hammarlund Way Middletown, RI |
02842 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (401) 848-5848
| (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)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 DFR 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 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Effective November 30, 2012, Mel Yarbrough, Jr. has resigned from his position as Chief Operating Officer of Towerstream Corporation (“the Company’). Mr. Yarbrough has referenced direct family health matters as the reason for his resignation. The Company has not entered into any severance agreement with Mr. Yarbrough in connection with his resignation.
| Item 8.01. | Other Events. |
On December 5, 2012, the Company issued a press release announcing the resignation of Mr. Yarbrough.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description |
| 99.1 | Press Release, dated December 5, 2012 |
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.
| TOWERSTREAM CORPORATION | ||
| Dated: December 5, 2012 | By: | /s/ Joseph P. Hernon |
| Name: Joseph P. Hernon Title: Chief Financial Officer | ||
EXHIBIT INDEX
| Exhibit No. | Description |
| 99.1 | Press Release, dated December 5, 2012 |
Towerstream Announces Management Changes
MIDDLETOWN, R.I., December 5, 2012 – Towerstream Corporation (NASDAQ: TWER), a leading 4G and Small Cell Rooftop Tower company, announced that Mel Yarbrough had resigned his position as Chief Operating Officer effective November 30, 2012. Mr. Yarbrough referenced direct family health matters as the reason for his resignation.
“Mel made significant contributions to the growth and success of Towerstream over the past 6 years,” stated Jeffrey Thompson, President and Chief Executive Officer. “He built our sales and marketing organization from the ground up during his tenure. Our thoughts are with Mel and his family as they work through these family matters.”
About Towerstream Corporation
Towerstream (NASDAQ: TWER) is a leading 4G and Small Cell Rooftop Tower company. The company owns, operates, and leases Wi-Fi and Small Cell rooftop tower locations to cellular phone operators, tower, Internet and cable companies and hosts a variety of customers on its network. Towerstream was originally founded in 2000 to deliver fixed-wireless high-speed Internet access to businesses and to date offers superior broadband services in over 12 urban markets including New York City, Boston, Los Angeles, Chicago, Philadelphia, the San Francisco Bay area, Miami, Seattle, Dallas-Fort Worth, Nashville, Las Vegas-Reno and the greater Providence area. For more information on Towerstream services, please visit www.towerstream.com and/or follow us @Towerstream.
The Towerstream Corporation logo is available at:
http://www.globenewswire.com/newsroom/prs/?pkgid=6570
Safe Harbor
Certain statements contained in this press release are "forward-looking statements" within the meaning of applicable federal securities laws, including, without limitation, anything relating or referring to future financial results and plans for future business development activities, and are thus prospective. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified based on current expectations. Such risks and uncertainties include, without limitation, the risks and uncertainties set forth from time to time in reports filed by the Company with the Securities and Exchange Commission, including, without limitation, risk related to our ability to deploy and expand rooftop tower locations in the New York City and other key markets. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Consequently, future events and actual results could differ materially from those set forth in, contemplated by, or underlying the forward-looking statements contained herein. The Company undertakes no obligation to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise.
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CONTACT:
MEDIA CONTACT:
Todd Barrish
Indicate Media
646-396-6038
todd@indicatemedia.com
INVESTOR CONTACT:
Terry McGovern
Vision Advisors
415-902-3001
mcgovern@visionadvisors.net
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