Current Report Filing (8-k)
14 June 2023 - 6:59AM
Edgar (US Regulatory)
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2023-06-13
2023-06-13
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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): June 13, 2023 (June 8, 2023)
STARCO
BRANDS, INC.
(Exact
name of Company as specified in its charter)
Nevada |
|
000-54892 |
|
27-1781753 |
(State
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
of
Incorporation) |
|
File
Number) |
|
Identification
Number) |
250
26th Street, Suite 200
Santa
Monica, CA 90402
(Address
of principal executive offices)
323-266-7111
(Registrant’s
Telephone Number)
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Class
A common stock |
|
STCB |
|
OTC
Markets Group OTCQB tier |
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)) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐
Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers
(b)
On June 8, 2023, the board of directors (the “Board”) of Starco Brands, Inc. (the “Company”) held a meeting of
the Board and at such meeting approved the Company’s officer slate. The following officer appointments for the Company are effective
immediately and the officers shall hold such positions until their earlier resignation, removal or death, or until their successor is
duly appointed and qualified.
|
Ross
Sklar |
Chief
Executive Officer, President |
|
Darin
Brown |
Chief
Operating Officer, Secretary |
|
David
Dreyer |
Chief
Marketing Officer |
|
Kevin
Zaccardi |
Interim-Chief
Financial Officer, Treasurer |
These
appointments are more fully described in Item 5.02(c) below.
(c)
On June 8, 2023, the Board approved the appointment of the officer slate set forth in Item 5.01(b) above. Mr. Sklar, Mr. Brown and Mr.
Dreyer have held previous “named executive officer” roles and as such each of their business experience and background, as
well as compensation arrangements, have been previously reported, most recently in Items 10 and 11 on the Company’s Annual Report
on Form 10-K, filed with the Securities and Exchange Commission on April 18, 2023, which information is incorporated herein by reference.
Mr.
Zaccardi is a new officer to the Company and his biographical information is set forth below.
Biography
of Interim-Chief Financial Officer
Kevin
Zaccardi, age 37, is an executive known for driving turnarounds in the consumer products category. Mr. Zaccardi has 16 years
of experience in the food manufacturing industry ranging from branded to private label and co-manufacturing businesses. Mr. Zaccardi
took the role of Chief Financial Officer (“CFO”) of Soylent Nutrition, Inc. (“Soylent”) a privately held plant
based food company. He was able to drive Soylen to profitability and a successful exit in February 2023. Soylent is now one of the Company’s
wholly-owned subsidiaries following the February 2023 exit.
Prior
to joining Soylent, Mr. Zaccardi was Vice President Finance and Controller for Vero Foods, LLC, a privately held food company which owned
several companies in the meat industry primarily focused on clean label organic and non gmo products. His previous experiences includes
various progressive financial management roles within Ghirardelli Chocolate Company (a subsidiary of Lindt & Sprungli), Performance
Food Group (PFGC: NYSE) and Ralcorp Frozen Bakery Products (acquired by Treehouse Foods).
Mr.
Zaccardi earned his Bachelors of Science in Managerial Economics from University of California in Davis, California.
Mr.
Zaccardi shall remain CFO of Soylent and is not receiving additional compensation for his role of Interim-CFO of the Company.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits.
The
following exhibits are filed with this Current Report on Form 8-K:
Exhibit
Number |
|
Description |
104 |
|
Cover
Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document |
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
|
STARCO
BRANDS, INC. |
|
|
Dated:
June 13, 2023 |
/s/
Ross Sklar |
|
Ross
Sklar |
|
Chief
Executive Officer |
|
|
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