UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) Resignation of Director
On April 29, 2024, Jeffrey Meisner resigned as a member of the board of directors (the “Board”) of The Glimpse Group, Inc. (the “Company”), effective April 29, 2024. As a Class I Director, Mr. Meisner’s term was set to expire at the Company’s annual meeting of stockholders to be held in 2024. Mr. Meisner’s resignation was not due to any disagreement with the Company or the Board on any matter relating to the Company’s operations, policies or practices.
Mr. Meisner will continue to serve as Chief Revenue Officer of the Company until July 8, 2024.
(d) Election of New Director
On April 27, 2024, the Board appointed Dr. Tamar Elkeles as a member of the Board (as a Class I Director), effective April 29, 2024, to fill the vacancy on the Board created as a result of Mr. Meisner’s resignation.
The Board also appointed Dr. Elkeles to serve as a member of the Nominating and Corporate Governance Committee of the Board and the Strategy Committee of the Board.
Dr. Elkeles, 55, has nearly 30 years of experience in the high technology industry. From 1992 to 2015, she served as the Chief Learning Officer at Qualcomm (Nasdaq: QCOM). Afterward, she served as the Chief People Officer at Quixey, Inc. from 2015 to 2016; Chief Talent Executive for Atlantic Bridge Capital from 2016 to 2018; and Chief Human Resources Officer at XCOM Labs, Inc. from 2019 to 2021. Dr. Elkeles recently served on the board of directors of GP Strategies Corporation, a then NYSE-listed company, until its sale to Learning Technologies Group. Dr. Elkeles currently serves on the board of directors of OpenSesame and the Board of Advisors of the Forbes School of Business & Technology at the University of Arizona. She previously served on the board of directors, and is still an active member, of the Association for Talent Development. Dr. Elkeles also serves as a strategic advisor to several start-up companies in the technology sector. She holds both an M.S. and Ph.D. in Organizational Psychology.
There are no arrangements or understandings between Dr. Elkeles and any other persons pursuant to which she was selected as a director, and there are no transactions in which the Company is, or will be, a party, and in which Dr. Elkeles had, or will have, a material interest subject to disclosure under Item 404(a) of Regulation S-K.
As compensation for her service on the Board for the remainder of the calendar year ending December 31, 2024, Dr. Elkeles will receive options to purchase 20,000 shares of the Company’s common stock, which will vest monthly from April 29, 2024, and are exercisable for $2.50 per share. In future calendar years, Dr. Elkeles will receive compensation for her service as a non-employee member of the Board at the same level as the Company’s other non-employee members of the Board.
Item 7.01. Regulation FD Disclosure.
On April 30, 2024, the Company issued a press release regarding the changes in composition of the Board described in Item 5.02 above. The press release is being furnished hereto as Exhibit 99.1. The information in this Item 7.01, including the Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it 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 filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press release, dated April 30, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
Date: April 30, 2024
| THE GLIMPSE GROUP, INC. | ||
| By: | /s/ Lyron Bentovim | |
| Lyron Bentovim | ||
| Chief Executive Officer | ||