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Published: 2022-06-08 16:25:35 ET
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8-K
0001643615false00016436152022-06-022022-06-02

 

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): June 02, 2022

 

 

Montrose Environmental Group, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39394

46-4195044

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

5120 Northshore Drive

 

North Little Rock, Arkansas

 

72118

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 501 900-6400

 

 

(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

Common Stock, $0.000004 par value per share

 

MEG

 

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 June 2, 2022, Peter Jonna, a member of the Board of Directors of Montrose Environmental Group, Inc. (the “Company) appointed by an affiliate of Oaktree Capital Management, L.P. (“Oaktree”) pursuant to their right to appoint a director set forth in the Certificate of Designation of Cumulative Series A-2 Preferred Stock, notified the Company of his intention to resign from the Company’s Board of Directors concurrent with his resignation from Oaktree effective June 10, 2022. Mr. Jonna’s resignation from the Board of Directors of the Company is due to his resignation from Oaktree and did not result from any disagreement with the Company on any matter relating to its operations, policies or practices.

 

Oaktree has elected not to replace Mr. Jonna on the Board of Directors at this time and as a result, effective upon Mr. Jonna’s resignation as a director, there will remain a vacancy on the Company’s Board of Directors reserved for an Oaktree designee.

 

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.

 

 

 

Montrose Environmental Group, Inc.

 

 

 

 

Date:

June 8, 2022

By:

/s/ Nasym Afsari

 

 

 

 Name: Nasym Afsari

 Title: General Counsel and Secretary