8-K 1 v174855_8k.htm Unassociated Document

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):  February 19, 2010
 
WLG INC.
(Exact name of registrant as specified in its charter)
 
Delaware
333-113564
20-0262555
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
920 East Algonquin Road
Suite 120
Schaumburg, IL 60173 USA
(Address of Principal Executive Offices/Zip Code)
 
(224) 653-2800
(Registrant's telephone number, including area code)

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):
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(B))
 
o Pre-commencement communications pursuant to Rule 13e-4(c)) under the Exchange Act (17 CFR 240.13e-4c))
 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


(b)           Effective February 19, 2010, Remo Picchietti resigned as Executive Vice President, and as a member of WLG Inc.’s (the Company) Board of Directors.  Mr. Picchietti served as Executive Vice President and as a director of the Company since July 2007, but did not serve on any committees of the board of directors.


Item 8.01 Other Events.

In connection with Remo Picchietti’s resignation, Mr. Christopher Wood, the Chief Executive Officer, controlling shareholder and a director of the Company, in a private transaction, acquired from the Remo N. Picchietti 1996 Trust (the “Trust”) all of the 4,190,014 shares of common stock of the Company owned by the Trust.  Following the acquisition of these shares by Mr. Wood, neither Remo Picchietti nor the Trust retained any shares of common stock of WLG. 

This Current Report on Form 8-K may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements with respect to the Company's plans, objectives, expectations and intentions and other statements identified by words such as may, could, would, should, believes, expects, anticipates, estimates, intends, plans or similar expressions. These statements are based upon the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. These forward-looking statements involve certain risks and uncertainties that are subject to change based on various factors (many of which are beyond the Company's control).
 

 
SIGNATURE
 
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.
 
 
     
 
WLG INC.
 
  
 
  
 
  
Date: February 19, 2010
By:  
/s/ Christopher Wood
 
Christopher Wood
Chief Executive Officer