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
January 6,
2009
Date of
Report (Date of earliest event reported)
Reed’s,
Inc.
(Exact
name of Registrant as specified in its charter)
Delaware
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001-32501
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95-4348325
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.Employer
Identification No.)
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13000 South Spring Street,
Los Angeles, California 90061
(Address
of principal executive offices)
(Zip
Code)
(310)
217-9400
Registrant's
telephone number, including area code
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 (SEE General Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Reed’s,
Inc.
Item
5.02 Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers.
(b) Resignation
of Officer
Christopher
J. Reed has submitted his resignation as Chief Financial Officer of Reed’s, Inc.
(“Reed’s”), effective January 19, 2009. Mr. Reed will continue to
serve in his positions as President, Chief Executive Officer and Chairman of the
Board of the Reed’s.
(d) Election
of Director
On
January 5, 2009, the Board of Directors of Reed’s appointed Mr. James Linesch,
age 54, as Chief Financial Officer of Reed’s effective January 19,
2009. There are no arrangements or understandings between Mr. Linesch
and any other persons pursuant to which Mr. Linesch was selected as Chief
Financial Officer. During the last two years, there has been no transaction that
Reed’s was or is a party to in which Mr. Linesch had or is to have a direct or
indirect material interest. There are no family relationships between
Mr. Linesch and any director or executive officer of Reed’s.
Over the
past 15 years, Mr. Linesch has served as the chief financial officer of several
emerging public companies. Mr. Linesch served as the chief financial
officer of AdStar, Inc., a public company providing ad placement services and
payment processing software for publishers, from February 2006 until January
2009. He performed transaction intermediary services with MET Advisors,
LLC from January 2005 until January 2006. From June 2000 to October
2004, he served as chief financial officer of DynTek, Inc., an information
technology (IT) services company. From May 1996 until October 1999 he
served as chief financial officer and president of CompuMed, Inc. He
also served as chief financial officer of Universal Self Care, Inc. from June
1991 until May 1996. Mr. Linesch is a certified public accountant (CPA),
having practiced with Price Waterhouse in Los Angeles. He earned a BS
degree in finance from California State University, Northridge, and an MBA from
the University of Southern California.
In
connection with his appointment, Mr. Linesch was granted options to purchase
75,000 shares under Reed’s 2007 Stock Option Plan, vesting over a period of
three years commencing January 19, 2009. There is no other material plan,
contract or arrangement (whether or not written) to which Mr. Linesch is a party
or in which he participates in connection with his appointment.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this Current Report on Form 8-K to be signed on its behalf by the
undersigned hereunto duly authorized.
REED’S,
INC.
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By:
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/s/
Christopher J. Reed
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Christopher
J. Reed
Chief
Executive Officer
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