IZEA 8-K 20120608

0001495231-12-000010.txt : 20120611 0001495231-12-000010.hdr.sgml : 20120611 20120611125110 ACCESSION NUMBER: 0001495231-12-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120608 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120611 DATE AS OF CHANGE: 20120611 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IZEA, Inc. CENTRAL INDEX KEY: 0001495231 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 300615339 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-167960 FILM NUMBER: 12899892 BUSINESS ADDRESS: STREET 1: 150 N. ORANGE AVENUE STREET 2: SUITE 412 CITY: ORLANDO STATE: FL ZIP: 32801 BUSINESS PHONE: 407-674-6911 MAIL ADDRESS: STREET 1: 150 N. ORANGE AVENUE STREET 2: SUITE 412 CITY: ORLANDO STATE: FL ZIP: 32801 FORMER COMPANY: FORMER CONFORMED NAME: IZEA Holdings, Inc. DATE OF NAME CHANGE: 20110519 FORMER COMPANY: FORMER CONFORMED NAME: Rapid Holdings Inc. DATE OF NAME CHANGE: 20100624 8-K 1 izea8-k20120608.htm FORM 8-K IZEA 8-K 20120608

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): June 8, 2012

IZEA, INC.

(Exact Name of Registrant as Specified in Charter)



Nevada	333-167960	37-1530765
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)



150 N. Orange Avenue, Suite 412 Orlando, Florida		32801
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (407) 674-6911

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:

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-4(c))

CURRENT REPORT ON FORM 8-K

IZEA, Inc.

June 8, 2012


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

(d) On June 8, 2012, Ed Sim was elected to our Board of Directors.

Ed Sim is a founding member and Managing Partner of BOLDstart Ventures, a seed venture capital firm that invests in early stage technology companies, since April 2010. Mr. Sim is also a founding member and Managing Director of Dawntreader Ventures, a venture capital firm that invests in software, Internet and digital media companies, since April 1998. From 1996 to 1998, Mr. Sim worked at New York-based Prospect Street Ventures, and with the Structured Derivatives Group at JPMorgan. Mr. Sim is a former director of Answers Corporation (Nasdaq: ANSW); Greenplum (acquired by EMC, NYSE: EMC), GoToMyPC/GoToMeeting (acquired by Citrix, Nasdaq: CTXS), Moreover Technologies (acquired by Verisign, Nasdaq: VRSN), LivePerson (Nasdaq: LPSN), Gizmo5 (acquired by Google, Nasdaq: GOOG), and Flashbase (acquired by DoubleClick, Nasdaq: DCLK). Mr. Sim holds a B.A. degree in Economics from Harvard College and is a certified financial analyst. Mr. Sim was selected to serve as a member of our board of directors due to his extensive background in and experience with the venture capital industry, providing guidance and counsel to a wide variety of Internet and technology companies.

In consideration of his services as a director, we have agreed to grant to Mr. Sim stock options to purchase 500,000 shares of our common stock at an exercise price of $0.09 per share, vesting in full 12 months after the date of grant and expiring five years after the date of grant, under our 2011 B Equity Incentive Plan. We also agreed to reimburse Mr. Sim for all reasonable expenses in attending board and board committee meetings. Mr. Sim will be entitled to receive the same number of stock options, with an exercise price at then prevailing market prices, for each year he serves as our director.

Mr. Sim has not engaged in a related party transaction with us during the last two fiscal years, and there are no family relationships between Mr. Sim and any of our other executive officers or directors.

A press release issued by us on June 11, 2012 announcing Mr. Sim's election to our Board of Directors is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The exhibit listed in the following Exhibit Index is filed as part of this current report.



Exhibit No.	Description
99.1	Press Release issued by IZEA, Inc. on June 11, 2012.

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.



		IZEA, INC.

Date: June 11, 2012		By:/s/ Edward H. (Ted) Murphy Edward H. (Ted) Murphy President and Chief Executive Officer

EX-99.1 2 exhibit991pressreleaseonju.htm PRESS RELEASE ISSUED JUNE 11, 2012 Exhibit 99.1 Press Release on June 11, 2012

EXHIBIT 99.1

Venture Capitalist Ed Sim Joins

IZEA Board of Directors

Mr. Sim to serve on compensation and nominating committees

Orlando, FL. (June 11, 2012) - IZEA, Inc. (IZEA:OTCQB), announces the addition of Ed Sim, Founder of BOLDstart Ventures, to its Board of Directors, joining Ted Murphy and Donna Mackenzie. Mr. Sim is the first in a series of new board members the company plans to announce in coming months.

“Ed is an experienced Internet and software visionary with a remarkable ability to identify big opportunities at early stage companies,” said Ted Murphy, CEO of IZEA. “He is recognized for his thought leadership in the space and will be instrumental as IZEA focuses on growth. Ed's network of personal and professional contacts in the digital marketing world are unmatched - he has already been a valuable asset to IZEA as a friend and we're thrilled to have him officially join the company.”

Mr. Sim, age 41, has over 16 years of venture capital experience having led seed and first round investments in a number of high profile Internet and software companies. He started his venture capital career in 1996 with Prospect Street Ventures, co-founded Dawntreader Ventures in 1998 and founded BOLDstart Ventures in 2010. Prior to becoming involved in venture capital Mr. Sim was an investment analyst at JP Morgan.

He is a former director of Answers Corporation (Nasdaq: ANSW); Greenplum (acquired by EMC, NYSE: EMC), GoToMyPC/GoToMeeting (acquired by Citrix, Nasdaq: CTXS), Moreover Technologies (acquired by Verisign, Nasdaq: VRSN), LivePerson (Nasdaq: LPSN), Gizmo5 (acquired by Google, Nasdaq: GOOG), and Flashbase (acquired by DoubleClick, Nasdaq: DCLK).

Mr. Sim holds a Bachelor of Arts from Harvard College and is a certified financial analyst. He was selected to serve as a member of IZEA's board of directors due to his extensive background and experience in capital markets, corporate growth and M&A. He will serve on the compensation and nominating committees.

“I have been following IZEA and its management team for some time and look forward to being part of the company as an independent member on the Board of Directors,” said Mr. Sim. “I hope to help the company leverage its diverse portfolio of technology assets and maximize the value of the IZEA network.”

“We are thrilled that Ed shares our vision and passion for the social space,” said Donna Mackenzie, Chief Financial Officer, IZEA. “He will be a tremendous asset to the company as we grow and evaluate strategic opportunities.”

ABOUT IZEA

IZEA, Inc. is the world leader in social media sponsorship, operating multiple marketplaces including Staree, WeReward, SponsoredTweets and SocialSpark. IZEA connects advertisers with social media publishers, helping them monetize their social media presence. The company has completed over three million social media sponsorships for customers ranging from small local businesses to Fortune 50 organizations. For more information about IZEA, visit www.izea.com.

SAFE HARBOUR STATEMENT

This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are based largely on IZEA's expectations and are subject to a number of risks and uncertainties, certain of which are beyond IZEA's control. Actual results could differ materially from these forward-looking statements as a result of, among other factors, competitive conditions in the social media sponsorship segment in which IZEA operates, failure to popularize one or more of the marketplace platforms of IZEA and general economic conditions that are less favorable than expected. In light of these risks and uncertainties, there can be no assurance that the forward-looking information contained in this respect will in fact occur. Please read the full statement and disclosures here: http://izea.com/safe-harbor-statement.

MEDIA CONTACT

Jennifer Brown

248-376-8079

IZEA, Inc.

jenniferb@izea.com