0001495231-12-000057.txt : 20121101 0001495231-12-000057.hdr.sgml : 20121101 20121101125849 ACCESSION NUMBER: 0001495231-12-000057 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20121031 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20121101 DATE AS OF CHANGE: 20121101 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IZEA, Inc. CENTRAL INDEX KEY: 0001495231 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 300615339 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-167960 FILM NUMBER: 121172838 BUSINESS ADDRESS: STREET 1: 150 N. ORANGE AVENUE STREET 2: SUITE 412 CITY: ORLANDO STATE: FL ZIP: 32801 BUSINESS PHONE: 407-674-6911 MAIL ADDRESS: STREET 1: 150 N. ORANGE AVENUE STREET 2: SUITE 412 CITY: ORLANDO STATE: FL ZIP: 32801 FORMER COMPANY: FORMER CONFORMED NAME: IZEA Holdings, Inc. DATE OF NAME CHANGE: 20110519 FORMER COMPANY: FORMER CONFORMED NAME: Rapid Holdings Inc. DATE OF NAME CHANGE: 20100624 8-K 1 a8k20121031.htm 8-K 8k 20121031
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): October 31, 2012

IZEA, INC.
(Exact Name of Registrant as Specified in Charter)
Nevada
 
333-167960
 
37-1530765
(State or other jurisdiction of
incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)

150 N. Orange Avenue, Suite 412 Orlando, Florida
 
32801
(Address of principal executive offices)
 
(Zip Code)

Registrant's telephone number, including area code: (407) 674-6911

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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR     240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR     240.13e-4(c))





CURRENT REPORT ON FORM 8-K
IZEA, Inc.
October 31, 2012
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b), (c) and (d)    On October 31, 2012, Ryan S. Schram was elected to our Board of Directors and appointed to a newly created position as our Chief Operating Officer. Mr. Schram has been our Chief Marketing Officer since September 2011, leading our client development, account management, brand marketing, public relations and publisher alliance organizations. Prior to joining our company, from 2005 to 2011, Mr. Schram served in various leadership roles, most recently as Group Vice President, at ePrize, the industry leader in integrated engagement marketing. Prior to that, Mr. Schram held roles of increasing responsibility at CBS/Westwood One and Clear Channel Interactive. Mr. Schram holds a B.A. degree in management from the Eli Broad College of Business at Michigan State University.

Mr. Schram has not engaged in a related party transaction with us during the last two fiscal years other than those disclosed in our public filings and there are no family relationships between Mr. Schram and any of our other executive officers or directors.

In order to create a vacancy for the appointment of Ryan S. Schram to the Board of Directors, Donna Mackenzie resigned her position as a director on our Board on October 31, 2012. The resignation did not result from any disagreements with us concerning any matter relating to the company's operations, policies or practices. Ms. Mackenzie still maintains her positions as our Chief Financial Officer, Corporate Treasurer and Secretary.

A press release issued by us on November 1, 2012 announcing Mr. Schram's appointment to and Ms. Mackenzie's resignation from our Board of Directors is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01.    Financial Statements and Exhibits.
(d)    Exhibits. The exhibit listed in the following Exhibit Index is filed as part of this current report.
Exhibit No.
Description
99.1
Press Release issued by IZEA, Inc. on November 1, 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.

 
 
IZEA, INC.
 
 
 
Date: November 1, 2012
 
By:/s/ Edward H. (Ted) Murphy        
Edward H. (Ted) Murphy
President and Chief Executive Officer



EX-99.1 2 exhibit99-1pressrelease201.htm PRESS RELEASE EXHIBIT 99-1 Press Release 20121101




IZEA Names New Chief Operating Officer, Expands Sales Team
Company promotes Ryan Schram to COO, joins Board of Directors


Orlando, Fla. (November 1, 2012) - IZEA, Inc. (IZEA:OTCQB), the world leader in social media sponsorship, announced today that it has created the role of Chief Operating Officer (COO) to further its commitment to business execution. The company has appointed Ryan Schram to this position.

As COO, Schram will assume responsibility for improving IZEA's existing operations from a best-practices perspective as well as oversee the company's client development, marketing communications, and publisher ecosystem organizations. He will remain active in IZEA's corporate business development growth strategy and will report to Founder and Chief Executive Officer, Edward (“Ted”) Murphy.

With the announcement, Mr. Schram also joins IZEA's Board of Directors alongside Chairman Ted Murphy and independent directors Ed Sim, Dan Rua, and Brian Brady. IZEA Chief Financial Officer, Donna Mackenzie, is stepping-down from the Board in accordance with corporate governance best practices.

Schram has over 15 years of diverse experience in the interactive marketing industry. Prior to joining IZEA in September 2011 as Chief Marketing Officer, he was Group Vice President at ePrize, a prominent digital engagement agency, which was acquired by private equity firm Catteron Partners in August of 2012.

Previous to ePrize, Schram held a variety of positions of increasing responsibility at CBS/Westwood One and Clear Channel Interactive. His work has been regularly featured in the Wall Street Journal, Fast Company, Entrepreneur, AdAge, PROMO and AdWeek.

"Ryan has been invaluable in our efforts to expand and grow IZEA. This new position allows him to focus more of his time on defining the company's larger strategic operations, as well as developing new revenue and partnership opportunities," said Mr. Murphy. "As the company continues to mature in size and global reach, Ryan will be instrumental in ensuring that IZEA has strategies and best practices in place to capitalize on the many opportunities that lie ahead."

In addition to the promotion of Schram, IZEA also announced the addition of team members in its sales and marketing organization.

Kelsey Hendrickson, Kira Baldwin, and Andy Hazelrigg have been hired as Account Directors within IZEA's inside sales team and will be based at the company's downtown Orlando headquarters. The new team members will be focused on growing revenue from new and existing clients across the United States. Each has significant prior experience in digital advertising and media, having worked for companies such as Discovery Networks, Digitas, and Fry Hammond Barr previous to joining Team IZEA.

Leading IZEA's campaign fulfillment group will be David Ulrich, who was promoted from Associate to Manager. A graduate of the University of Central Florida, David has been with the company since October 2011 and previous to IZEA worked at Clear Channel Radio.






About IZEA 
IZEA, Inc. is a pioneer of social media sponsorship, operating influencer marketplaces including Staree, Sponsored Tweets and SocialSpark. IZEA connects advertisers with social media publishers, helping them monetize their social media presence. The company has completed over three million social media sponsorships for customers ranging from small local businesses to Fortune 50 organizations. For more information about IZEA, visit www.izea.com

Safe Harbor Statement 
This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are based largely on IZEA's expectations and are subject to a number of risks and uncertainties, certain of which are beyond IZEA's control. Actual results could differ materially from these forward-looking statements as a result of, among other factors, competitive conditions in the social media sponsorship segment in which IZEA operates, failure to popularize one or more of the marketplace platforms of IZEA and general economic conditions that are less favorable than expected.  In light of these risks and uncertainties, there can be no assurance that the forward-looking information contained in this respect will in fact occur. Please read the full statement and disclosures here: http://izea.com/safe-harbor-statement/


Investor Contact 
Ted Murphy
ted@izea.com
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