Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On September 19, 2022, Capstone Green Energy Corporation (the “Company”) appointed Celia Fanning as the Company’s Chief Accounting Officer and Controller, effective September 26, 2022 (the “Effective Date”). In this role, Ms. Fanning will become the Company’s principal accounting officer, replacing Scott Robinson, who assumed that role in connection with his appointment as Interim Chief Financial Officer on July 14, 2022. Mr. Robinson will continue in his role as Interim Chief Financial Officer of the Company. Ms. Fanning has served the Company as a consultant in the role of Interim Controller since June, 2022.
Prior to joining the Company, Ms. Fanning, age 54, served as the Vice President Finance and Accounting at Groundwork Coffee Holdings, LLC from April 2018 to February 2022. From September 2015 to October 2017, Ms. Fanning served as the Vice President Finance at Spencer N. Enterprises, Inc. From February 2011 to September 2015, Ms. Fanning served as the Vice President Finance and Controller for Sentry Control Systems, LLC. From February 2000 to February 2010, Ms. Fanning was employed by JAKKS Pacific, Inc. (NASDAQ: JAKK) as Senior Vice President, Finance and Corporate Controller. Ms. Fanning received a Master of Business Administration, emphasis in Marketing and Finance, from the University of Southern California, Marshall School of Business, a Bachelor of Science in Accounting from the Loyola Marymount University and is a Certified Public Accountant (inactive) licensed in California.
In connection with Ms. Fanning’s appointment, the Compensation Committee of the Board (the “Compensation Committee”) approved an annual base salary of $200,000, effective as of the Effective Date.
In addition, Ms. Fanning’s offer letter also provides that she will be granted 15,000 restricted stock units, subject to the approval of the Compensation Committee and effective as of November 17, 2022, which will vest over four years.
There are no arrangements or understandings between Ms. Fanning and any other person pursuant to which she was selected as an officer, no family relationships between Ms. Fanning and any other executive officer or director of the Company, and no related party transactions within the meaning of Item 404(a) of Regulation S-K between Ms. Fanning and the Company.
Item 7.01 | Regulation FD Disclosure |
On September 30, 2022, the Company issued a press release announcing the appointment Ms. Fanning as Chief Accounting Officer and Controller. A copy of the press releases is furnished with this Current Report on Form 8-K as Exhibit 99.1, and is incorporated herein by reference.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing under the Act, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.