Item 8.01 Other Events.
Appointment of New Director
On April 6, 2022, Alpine 4 Holdings, Inc., a Delaware corporation (the “Company”), announced that the Board of Directors had appointed Andy Call to join the Board of Directors and to become Chair of the Audit Committee of the Board.
Arrangement or Understanding
There was no arrangement or understanding between the Company and Mr. Call relating to his appointment to the Board that is required to be disclosed pursuant to Item 5.02 of this Form 8-K.
Board Committees
As noted, it is anticipated that Mr. Call will serve as chair of the Audit Committee. The Board may appoint Mr. Call to serve on other committees of the Board in the future.
Related Party Transactions
There are no related party transactions reportable under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K.
Material Plan, Contract, or Arrangement
As of the date of this Current Report, the Company and Mr. Call had not entered into any formal plan, contract, or arrangement relating to any grant or award to Mr. Call.
Mr. Call, 44, currently serves as the Director of the School of Accountancy at the W. P. Carey School of Business at Arizona State University, and is the Professional Advisory Board Professor of Accounting. Joining the school in 2013, Mr. Call rose through the ranks to eventually lead the School of Accounting in its research, curriculum, and outreach efforts. Professor Call researches various financial reporting topics, including the role of equity analysts in the capital markets, managers' voluntary disclosures of accounting information, and the role of whistleblowers in the discovery of financial misconduct. In the classroom, Professor Call has taught at both the undergraduate and graduate levels. Mr. Call has specialist background in Security Analysis, Management Guidance, and Whistleblowing. He has also contributed to or been published in 17 different publications including The Accounting Review, Journal of Accounting Research, and the Journal of Accounting and Economics.
Mr. Call earned both a Bachelor of Science in Accountancy and a Master of Accountancy from Brigham Young University in 2002, and earned his Ph.D in Business Administration (Accounting) from The University of Washington in 2007.
Rotating Chair Position
Additionally, on April 6, 2022, the Company’s Board of Directors adopted a resolution to implement a rotation in the position of Chair of the Board of Directors. The resolution had been recommended by the Board’s Nominating and Corporate Governance Committee. Per the resolution of the Board, the chair position will rotate on an annual basis.
Acting upon a recommendation from the Nominating and Corporate Governance Committee, the Board then appointed Gerry Garcia as the new Chair of the Board of Directors.
Ms. Garcia was appointed to the Board on March 2, 2021. There was no arrangement or understanding between the Company and Ms. Garcia pursuant to which Ms. Garcia was selected or appointed as a Director. The Board has asked Ms. Garcia to continue to serve on the Audit Committee and Compensation Committee of the Board in addition to serving as Chair of the Board. Additional biographical information about Ms. Garcia can be found in the Company’s Proxy Statement and other public filings of the Company.