Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of Director and Officer.
On July 14, 2017, Mr. Edward B. Smith tendered his resignation as a Director,
acting Chief Executive Officer, principal executive officer and principal
financial officer of Agritech Worldwide, Inc. (the "Company"), effective
immediately. Mr. Smith's resignation was in connection with the winding down of
the Company's operations and winding up of the Company's business affairs, and
not a result of any disagreement with the Company.
Election of Director and Officer.
On July 14, 2017, the Company's sole Director elected Craig R. Jalbert, age 55,
as a director, effective immediately. In addition, the Company's sole Director
appointed Mr. Jalbert as acting Chief Executive Officer, principal executive
officer and principal financial officer of the Company.
Mr. Jalbert will serve as a director with a term expiring at the Company's next
annual meeting of stockholders and until his successor has been duly elected and
qualified. Mr. Jalbert is an independent director pursuant to those rules and
regulations issued pursuant to the Securities Exchange Act of 1934, as amended.
Mr. Jalbert will serve as an officer of the Company with a term expiring at the
Company's next annual meeting of stockholders and until his successors have been
duly elected and qualified.
Mr. Jalbert has served as a principal of the Foxboro, Massachusetts accounting
firm of Verdolino & Lowey, P.C. since 1987. For over 25 years he has focused his
practice in distressed businesses and has served, and continues to serve, in the
capacities of officer and director for numerous firms in their wind-down phases.
For the past 15 years, he has been frequently appointed as both a federal and
state court receiver and also as a confirmed Chapter 11 bankruptcy
post-effective date fiduciary of companies in numerous matters. Mr. Jalbert also
regularly consults with distressed business and their advisors.
There are no arrangements or understandings between Mr. Jalbert and any other
persons pursuant to which Mr. Jalbert was named a director of the Company. Mr.
Jalbert has no direct or indirect material interest in any transaction or
proposed transaction required to be reported under Item 404(a) of Regulation S-K
or Item 5.02(d) of Form 8-K.
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