8-K

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): November 9, 2022

STARRY GROUP HOLDINGS, INC.

(Exact name of Registrant as Specified in its Charter)


Delaware	001-41336	87-4759355
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

38 Chauncy Street, Suite 200 Boston, MA		02111
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (617) 861-8300

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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:


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

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, par value $0.0001 per share	STRY	The New York Stock Exchange
Warrants to purchase 1.2415 shares of Class A common stock, each at an exercise price of $9.13 per 1.2415 shares of Class A common stock	STRY WS	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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 November 9, 2022, Komal Misra informed Starry Group Holdings, Inc. (the “Company”) of her voluntary resignation from her position as Executive Vice President and Chief Financial Officer of the Company effective November 15, 2022. Ms. Misra resigned to pursue other business opportunities and her resignation is not related to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices, including accounting principles and practices. In connection with her resignation, Ms. Misra and the Company entered into a Resignation Agreement and General Release pursuant to which, among other things, Ms. Misra agreed to a release of any and all claims against the Company, its affiliates and related parties which relate to Ms. Misra’s employment with the Company. In exchange, Ms. Misra will be entitled to a payment equal to two weeks of salary.

Effective November 15, 2022, the Board of Directors of the Company has appointed Michael Pasciak, the Company’s Vice President, Finance and Corporate Controller, as interim Principal Financial Officer in addition to his current roles at the Company. Mr. Pasciak will not receive any additional compensation for assuming the duties of interim Principal Financial Officer.

Mr. Pasciak, age 54, has served as the Company’s Vice President, Finance and Corporate Controller since October 2019. Prior to that, Mr. Pasciak served as the Chief Financial Officer of Xpress Natural Gas, a “virtual pipeline” company providing trucked natural gas to areas with no pipeline access, from January 2019 to September 2019 and Senior Director, Finance of Brooks Automation, a Nasdaq-listed company providing automation services to the life sciences and semiconductor industries, from February 2015 to January 2019.

There is no family relationship between Mr. Pasciak and any director or executive officer of the Company. There are no transactions between Mr. Pasciak and the Company that would be required to be reported under Item 404(a) of Regulation S-K of the Securities Exchange Act of 1934, as amended.

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 thereunto duly authorized.


	Starry Group Holdings, Inc.

Date: November 16, 2022	By:	/s/ Chaitanya Kanojia
		Name: Chaitanya Kanojia
		Title: Chief Executive Officer