8-KThe WireRed Alert
Executive Change
Filed Sep 9, 2021 · 4y ago · Accession 0001493152-21-022242
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
Filing text
View original ↗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): September 3, 2021
Reliability
Incorporated
(Exact
name of registrant as specified in its charter)
Texas
000-07092
75-0868913
(State
or other jurisdiction
(Commission
(IRS
Employer
of
Incorporation)
File
Number)
Identification
Number)
2505
Gateway Center Drive
P.O.
Box 71
Clarksburg ,
MD 20871
(Address
of principal executive offices) (Zip Code)
(202)
965-1100
(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.)
☐
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 240.13(c))
Title of each class
Trading Symbol(s)
Name each exchange on which registered
Common Stock, no par value
RLBY
OTC Pink Sheets
Item
5.02 Compensatory Arrangements of Certain Officers
On
September 1, 2021 Reliability,
a workforce solution company with over 30 years of specializing in employer of record and staffing services in the media space, under
its Maslow Media brand, entered into new employment agreements with President/CEO Nick Tsahalis and CFO Mark Speck, respectively. The
board of directors acted in accordance with the advice of its compensation
committee to grant Mr. Tsahalis who has served as wholly owned subsidiary Maslow Media Group’s (MMG) CEO since November of 2016,
and Mr. Speck who has served MMG since April of 2019. Both assumed essentially the same officer posts with Mr. Tsahalis also being named
Reliability President and CEO, of the parent company when MMG merged with Reliability on October 29, 2019,
with no additional compensation or benefits.
Under
Mr. Tsahalis’ s Employment Agreement, the Company has hired him to serve as its President/Chief Executive Officer through August
31, 2023 and to serve in the same capacity for its wholly owned subsidiary, Maslow Media Group, Inc. “Maslow”). Mr. Tsahalis’s
base salary is $287,800 per annum and he is eligible for annual bonuses, equity grants and other employee benefit plans on a basis
no less favorable than that afforded other executives. The Employment Agreement contains customary provisions regarding termination
and indemnification. In addition, in the event of a termination following a “Change in Control,” Mr. Tsahalis is entitled
to be paid his accrued salary and benefits and up to two times his base salary.
Under
Mr. Speck’s Employment Agreement, the Company has hired him to serve as its Chief Financial Officer though August 31, 2023 on substantially
the same terms as Mr. Tsahalis, except that Mr. Speck’s base salary is $260,000 per annum.
The
foregoing summary descriptions of the Compensation Agreements do not purport to be complete and are qualified in their entirety by reference
to the full text of the Compensation Agreements, which are filed as Exhibit 12.1 and Exhibit 12.2, respectively.
2
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.
RELIABILITY
INCORPORATED
Date:
September 9, 2021
/s/
Nick Tsahalis
By:
Nick
Tsahalis
Its:
President
and CEO
3
EXHIBIT
INDEX
12.1
Employment Contract Nick Tsahalis
12.2
Employment Contract Mark Speck
104
Cover
Page Interactive Data File (embedded within the Inline XBRL document)
4
Filing details
- Company
- RELIABILITY INC
- Ticker
- RLBY
- CIK
- 34285
- Form type
- 8-K
- Filing date
- Sep 9, 2021
- Report date
- Sep 3, 2021
- Document
- form8-k.htm
- Size
- 587 KB