UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 23, 2022 (September 21, 2022)
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(Exact name of registrant as specified in its charter)
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices) (zip code)
Registrant’s telephone number, including area code: (512 ) 314-3400
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | |||||||||||||||
| (NASDAQ Global Select Market) | |||||||||||||||||
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)) | |||||
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 Arrangement of Certain Officers
(b) (e) Effective September 21, 2022, Francisco J. Kuthy Saenger has left the Company. Mr. Kuthy, who joined the Company in 2013 and was serving as President, Mexico Pawn at the time of his departure, had served as an Executive Officer until October 12, 2021 and was listed as a Named Executive Officer in the Company’s Form 10-K for the year ended September 30, 2021. In connection with such departure, the Company and Mr. Kuthy entered into an Employment Termination Agreement pursuant to which the Company agreed to pay to Mr. Kuthy the statutory severance generally required in Mexico, totaling approximately $1.1 million.
The Company expects to engage Mr. Kuthy (through a personal service company) to provide consulting and advisory services in connection with the Company’s Latin America expansion and growth strategy, including the identification, evaluation and execution of acquisition and de novo opportunities. In exchange for such services, the Company will pay Mr. Kuthy consulting fees of $300,000 per year, with the opportunity for an annual performance-based bonus of 50% of such amount. The consulting agreement will be terminable by either party on 60 days’ notice.
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.
| EZCORP, INC. | |||||||||||||||||||||||||||||
| Date: | September 23, 2022 | By: | /s/ Thomas H. Welch, Jr. | ||||||||||||||||||||||||||
| Thomas H. Welch, Jr. | |||||||||||||||||||||||||||||
| Chief Legal Officer and Secretary | |||||||||||||||||||||||||||||