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): March 20, 2017

 

STG GROUP, INC.

(Exact name of registrant as specified in its charter)

 

Delaware 001-36149 46-3134302

(State or other jurisdiction of

incorporation)

 (Commission File Number)

(I.R.S. Employer

Identification No.)

 

11091 Sunset Hills Road, Suite 200  
Reston, Virginia 20190
(Address of principal executive offices) (Zip Code)

 

(703) 691-2480

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

  ¨ Written communication 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.

 

On March 20, 2017, STG Group, Inc. (“STG,” “we” or the “Company”) and Dale R. Davis, our Chief Integration Officer, entered into a Separation Agreement (the “Separation Agreement”). Pursuant to the Separation Agreement, Mr. Davis will retire as Chief Integration Officer on April 3, 2017 (the “Termination Date”).

 

Pursuant to the terms of the Separation Agreement, Mr. Davis will receive payments totaling $212,821.00.

 

Item 7.01. Regulation FD Disclosure.

 

On March 27, 2017, the Company issued a press release announcing the retirement of Mr. Davis. A copy of the press release is furnished with this report as Exhibit 99.1.

 

The information in Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

  99.1 Press Release dated March 27, 2017.

    

 

 

  

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.

 

  STG GROUP, INC.  
       
  By:   /s/ Charles L. Cosgrove  
  Name:   Charles L. Cosgrove  
  Title:   Chief Financial Officer  

 

Date: March 27, 2017

 

 

EXHIBIT INDEX

 

Exhibit No.   Description of Exhibits
     
99.1   Press Release dated March 27, 2017.