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): January 12, 2016

 

ADAPTIVE MEDIAS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   000-54074   26-0685980
(State or Other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification Number)

 

47 Discovery Suite 220

Irvine, CA 92618

(Address of principal executive offices) (zip code)

 

949-525-4466

(Registrant's telephone number, including area code)

  

 N/A

(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 (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

 

Effective January 12, 2016, the Board of Directors (the “Board”) of Adaptive Medias, Inc. (the “Company”) appointed Sal Aziz as a member of the Board. As of the date hereof, Mr. Aziz has not been appointed to any committees of the Board.

 

In exchange for his services as member of the Board, Mr. Aziz will receive, subject to the approval of the Board, (i) a restricted stock grant of 50,000 shares of the Company’s common stock (“Common Stock”), and (ii) a non-qualified stock option to purchase 200,000 shares of Common Stock which shall vest in four equal annual installments beginning on the date of grant, subject to Mr. Aziz’s continuous status as a service provider of the Company in each such instance.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits.

 

99.1 Press Release dated January 19, 2016

 

 

 

  

SIGNATURES

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  ADAPTIVE MEDIAS, INC.
   
Date: January 12, 2016 By: /s/ John Strong
  Name: John Strong
  Title: Chairman and Chief Executive Officer

   

 

 

 

 

 

 



 

Exhibit 99.1

 

 

 

- - PRESS RELEASE - -

 

Investor Contact:

Max Pashman

mpashman@irpartnersinc.com

Phone: 818-280-6800

 

FOR IMMEDIATE RELEASE

January 19, 2015

 

 

ADAPTIVE MEDIAS APPOINTS SAL AZIZ TO ITS BOARD OF DIRECTORS

 

IRVINE, Calif., January 19, 2016 -- Adaptive Medias, Inc. (OTCQB: ADTM), a video technology company that supports publishers, content producers and brand advertisers, today announced the appointment of Sal Aziz, 36, to its Board of Directors. Aziz, GM of Platform of Adaptive Medias, has a proven track record of success in advertising platforms, targeting technology, product implementation and monetization strategies. He will continue to help Adaptive Medias achieve its stated goals of optimizing revenues for its publishing partners and maximizing efficiencies for its advertisers across all screens and devices. Adding Aziz will increase Adaptive Medias’ Board to three members.

 

Sal has been directly involved in every facet of Adaptive Medias’ revitalization, leading to, among other achievements, nearly nine consecutive quarters of double-digit sales growth, new leadership at the board and management levels, and a strong financial platform that will be leveraged for ongoing operational improvements. We’re delighted to have Sal as a member of our Board of Directors and look forward to his contributions,” said John B. Strong, Chairman and Chief Executive Officer of Adaptive Medias.

 

Aziz has more than a decade of business operations experience and handles all aspects of business development for the Adaptive Medias’ platform business. Aziz is responsible for creating solutions that will grow the Company’s advertiser and publisher relationships. He is currently leading the Company’s efforts in its flagship product Media Graph, an all-in-one video monetization platform for publishers, producers and advertisers.

“It’s an honor for me to serve on the Board of Directors,” Aziz said. “Adaptive Medias’ mission has always been about revolutionizing the digital media industry, and I welcome the opportunity to guide Adaptive Medias to continue in that pursuit,” concluded Aziz.

  

 

 

 

ABOUT ADAPTIVE MEDIAS, INC.

 

Adaptive Medias, Inc. (OTCQB: ADTM) is a leading provider of mobile video delivery and monetization solutions for publishers, content producers and advertisers. The company's comprehensive mobile video technology platform, Media Graph, facilitates the delivery of integrated, engaging video content and impactful ad units across all screens and devices. Adaptive Medias is one of the first companies to offer clients a digital video player built specifically for the mobile world. For more information, please visit www.adaptivem.com. Follow the Company on Twitter @adaptive_m.

 

SAFE HARBOR STATEMENT

 

This Press Release may contain certain forward-looking statements within the meaning of the Securities Litigation Reform Act of 1995. Adaptive Medias, Inc. has tried, whenever possible, to identify these forward-looking statements using words such as "anticipates," "believes," "estimates," "expects," "plans," "intends," "potential" and similar expressions. These statements reflect Adaptive Medias' current beliefs and are based on information currently available to it. Accordingly, such forward-looking statements involve known and unknown risks, uncertainties and other factors which could cause Adaptive Medias' actual results, performance or achievements to differ materially from those expressed in or implied by such statements. Adaptive Medias undertakes no obligation to update or provide advice in the event of any change, addition or alteration to the information contained in this Press Release including such forward-looking statements.

 

 

 

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