UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On October 24, 2023, John Kutch’s employment as the Chief Financial Officer of Alliance Entertainment Holding Corporation (the “Company”) was terminated as part of a workforce reduction, and Mr. Kutch resigned from his position as a member of the Board of Directors of the Company (the “Board”). Mr. Kutch’s termination and resignation were not based on any disagreement with the Company’s policies or practices. The Board reduced the size of the Board of Directors to six members as a result of Mr. Kutch’s resignation.
On October 24, 2023, the Board appointed Jeffrey Walker, the Company’s Chief Executive Officer, to replace Mr. Kutch as Chief Financial Officer and the Company’s Principal Financial and Accounting Officer.
Mr. Walker, age 56, has been the Company’s Chief Executive Officer since February 2023 and was the Chief Executive Officer of AENT Corporation (f/k/a Alliance Entertainment Holding Corporation) prior to the Company’s initial business combination (“Legacy Alliance”) since 2013. Mr. Walker has also been a director of the Company since February 2023 and a director of Legacy Alliance since 2013. In 1990, Mr. Walker co-founded the CD Listening Bar, Inc., a retail music store. A few years later, Mr. Walker started wholesaling CDs from the back of the store, beginning the journey to create Super D, a music wholesaler founded in 1995. In 2001, Mr. Walker and co-founder David Hurwitz sold a third of Super D to Bruce Ogilvie. Over the next two decades, Mr. Ogilvie and Mr. Walker continued to grow Super D’s presence in the music wholesaling space, with the acquisition of Legacy Alliance in 2013. Mr. Walker also served as Chief Financial Officer of CD Listening Bar, Inc. and Super D until the acquisition of Legacy Alliance. Mr. Walker has been responsible for overseeing Alliance’s acquisition strategy and financings. In 2015, Jeff was awarded E&Y’s Distribution Entrepreneur of the Year award in Orange County. Mr. Walker received a bachelor’s degree in economics from the University of California–Irvine.
Mr. Walker has not entered into any material plan, contract, or arrangement in connection with his appointment as Chief Financial Officer. There are no arrangements or understandings between Mr. Walker and any other person pursuant to which Mr. Walker was selected as Chief Financial Officer.
No changes to Mr. Walker’s base salary or other employment arrangements are contemplated in connection with his appointment as Chief Financial Officer. The material terms of such arrangements, as well as any transactions with the Company that would require disclosure under Item 404(a) of Regulation S-K, are described in the Company’s previous filings with the Securities and Exchange Commission (“SEC”), including the Company’s Annual Report on Form 10-K filed with the SEC on October 18, 2023.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. | Exhibit | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURE
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: October 26, 2023 | ALLIANCE ENTERTAINMENT HOLDING CORPORATION | |
| By: | /s/ Bruce Ogilvie | |
| Name: Bruce Ogilvie Title: Executive Chairman | ||
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