UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
On March 19, 2024, Amanda Murphy informed Shiftpixy, Inc. (the “Company”) of her resignation from the board of directors (the “Board”) of the Company, effective March 19, 2024. Ms. Murphy was not a member of the Company’s audit committee, compensation committee or nominating and corporate governance committee. Ms. Murphy’s decision to resign from the Board was due to a disagreement regarding the Company’s reasoning provided to Ms. Murphy on her termination as Chief Operating Officer of the Company, as further described in the letter attached as Exhibit 17.1 to this Current Report on Form 8-K in connection with her termination as Chief Operating Officer and as further described in the letter attached as Exhibit 17.2 to this Current Report on Form 8-K in connection with her resignation as a director.
The Company furnished Ms. Murphy with a copy of this Current Report on Form 8-K on March 21, 2024, providing her with the opportunity to furnish the Company with a letter addressed to the Company stating whether she agrees with the statements made by the Company herein and, if not, stating the respects in which she does not agree. The Company will file any letter received by it from Ms. Murphy as an exhibit by an amendment to this Form 8-K within two business days after receipt.
Item 9.01 Financial Statements and Exhibits.
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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.
| SHIFTPIXY, INC. |
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Date: March 21, 2024 | By: | /s/ Scott W. Absher |
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| Scott W. Absher |
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| Chief Executive Officer |
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