Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of Chief Financial Officer
On January 29, 2015, concurrently with the appointment of Mr. Crandall Melvin III as more fully described below, SilverSun Technologies, Inc. (the “Company”) was informed of Mark Meller’s resignation from his position as Chief Financial Officer (“CFO”) of the Company (the “Meller CFO Resignation”). Mr. Meller shall remain Chief Executive Officer, President and Director of the Company. The resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Appointment of Chief Financial Officer
On January 29, 2015, simultaneously with the Meller CFO Resignation, the Board of Directors (the “Board”) of the Company approved by unanimous written consent the appointment of Crandall Melvin III as CFO of the Company, effective immediately.
A brief description of Mr. Melvin’s relevant work experience appears below:
Crandall Melvin III, age 58, combines over 30 years of experience in public accounting and industry, holding a number of senior management positions following a 5 year career in retail, commercial banking and equipment leasing. Mr. Melvin is currently the CFO of SWK, the Company’s operating subsidiary.
From 2002 to 2006, Mr. Melvin was Co-Founder and Chief Operating Officer of AMP-Best Consulting, Inc. (“AMP-Best”), a company involved in software sales and implementation. AMP-Best was acquired by SWK Technologies in 2006. From 1993 to 2002, he worked in public accounting in Alaska and New York. Mr. Melvin is currently a Certified Public Accountant licensed in the State of New York and also holds the designation of Certified Global Management Accountant. Mr. Melvin is also currently a director of Community Baseball of Central New York, Inc. the Minor League AAA affiliate of The Washington Nationals. Mr. Melvin has also served on boards of directors of various not-for-profit organizations located in the Syracuse Area.
Mr. Melvin has an undergraduate degree from the University of Southern California and an MBA from Syracuse University with additional graduate studies from the University of Alaska at Anchorage.
In evaluating Mr. Melvin’s specific experience, qualifications, attributes and skills in connection with his appointment as CFO of the Company, the Company considered his expertise in accounting, finance and business execution, as well as his extensive experience as CFO of SWK and as co-founder and Chief Operating Officer of AMP-Best.
Appointment of Director
On January 29, 2015, the Board approved by unanimous written consent the appointment of Joseph Macaluso as a director of the Company, effective as of such date. Mr. Macaluso will also serve as the Chairman on the Audit Committee of the Board.
On January 29, 2015, the Company entered into a director agreement (“Director Agreement”) with Joseph Macaluso, pursuant to which Mr. Macaluso was appointed to the Board effective January 29, 2015. The Director Agreement may, at the option of the Board, be automatically renewed on such date that Mr. Macaluso is re-elected to the Board. Under the Director Agreement, Mr. Macaluso is to be paid a stipend of one thousand five hundred dollars ($1,500) per month, payable at the end of each fiscal quarter. Additionally, Mr. Macaluso shall receive warrants (the “Warrants”) to purchase such number of shares of the Company’s Common Stock, as shall equal (the “Formula”) (A) $20,000 divided by (B) the closing price of the Common Stock on the OTC Markets on the date of grant of the Warrant. The exercise price of the Warrant shall be the closing price on the date of the grant of such Warrant plus $0.01. The Warrant shall be fully vested upon receipt thereof.
A brief description of Mr. Macaluso’s relevant work experience appears below:
Joseph Macaluso, age 63, has over 30 years of experience in financial management. Mr. Macaluso has been and continues to be the Principal Accounting Officer of Tel-Instrument Electronics Corp., a developer and manufacturer of avionics test equipment for both the commercial and military markets since 2002. Previously, he had been involved in companies in the medical device and technology industries holding positions including Chief Financial Officer, Treasurer and Controller. He has a B.S. in Accounting from Fairfield University.
In evaluating Mr. Macaluso’s specific experience, qualifications, attributes and skills in connection with his appointment to Board, the Company considered his expertise in general management, finance, corporate governance and strategic planning, as well as his extensive experience in operations and mergers and acquisitions.
