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): July 1, 2017
Greenwood Hall, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 333-184796 | 99-0376273 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 12424 Wilshire Blvd, Suite 1030, Los Angeles, California | 90025 | |
| (Address of principal executive offices) | (Zip Code) |
(310) 907-8300
(Registrant’s telephone number, including area code)
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 (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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On July 1, 2017, Jerry Rubinstein and Cary Sucoff notified Greenwood Hall, Inc., a Nevada Corporation (the “Company”), of their respective resignations as directors on the Board and as members of the Board's Audit Committee, effective July 1, 2017. The resignations of Messrs. Rubinstein and Sucoff were not due to any disagreements relating to the operations, policies or practices of the Company. Copies of Messrs. Rubinstein and Sucoff's letters of resignation are filed herewith as Exhibits 99.1 and 99.2, respectively.
Item 9.01 Financial Statements and Exhibits
(d) Exhibit
99.1 Letter of Resignation from Jerry Rubinstein, dated July 1, 2017
99.2 Letter of Resignation from Cary Sucoff, dated July 1, 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.
| GREENWOOD HALL, INC. | ||
| Date: July 17, 2017 | ||
| By: | /s/ John Hall | |
| Name: John Hall | ||
| Title: Chief Executive Officer | ||
Exhibit 99.1
Jerry Rubinstein
jhr@miaminc.com
310-916-7004
Board of Directors
Greenwood Hall Inc.
July 1, 2017
Dear directors
Please accept my resignation, effective as at June 30th, 2017 from the Board of Directors and any of its committees. My other obligations do not allow me to devote the amount of time required by this company. I wish the company all the best of luck in all its endeavors. It has been a pleasure meeting and serving with you.
Sincerely
Jerry Rubinstein
Exhibit 99.2
EQUITY SOURCE PARTNERS, LLC
3 EASTWOODS DRIVE
COLD SPRING HARBOR, NEW YORK 11724
516-532-7284
July 1, 2017
Dear John
Please accept this letter as my official notice of resignation from the Board of Directors and all of its committees effective June 30, 2017. I wish the very best of luck to you and the Company in your future endeavors.
Sincerely
Cary Sucoff