SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December 7, 2021 (December 1, 2021)
(Exact Name of Registrant as Specified in its Charter)
|Delaware|| ||001-39037|| ||83-4505317|
|(State or Other Jurisdiction|
| ||(IRS Employer|
414 Union Street
|(Address of Principal Executive Offices)|| ||(Zip Code)|
(Registrant’s telephone number, including area code)
(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)).
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. ☐
Securities registered pursuant to Section 12(b) of the Exchange Act:
|Title of each class|| ||Trading symbol|| ||Name on each exchange on which registered|
|Class A common stock, par value $.0001 per share|| ||SDC|| ||The NASDAQ Stock Market LLC|
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 1, 2021, Kyle Wailes gave notice of his decision to step down from his role as Chief Financial Officer of SmileDirectClub, Inc. effective March 1, 2022 (the “Effective Date”), in order to pursue a CEO career opportunity at a start-up healthcare entity. Mr. Wailes has served as Chief Financial Officer since May 2018.
Mr. Wailes will continue in his current duties until the Effective Date. SmileDirectClub, Inc. is conducting an external search for its next Chief Financial Officer and has engaged an executive search firm to identify Mr. Wailes’ successor.
A copy of the Registrant’s press release relating to these changes is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
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.
| ||SMILEDIRECTCLUB, INC.|
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|By:||/s/ Susan Greenspon Rammelt|
| || || |
| ||Name:||Susan Greenspon Rammelt|
| ||Title:||Chief Legal Officer, EVP Business Affairs, Secretary, and Director|
Date: December 7, 2021
SmileDirectClub Announces Departure Of CFO Kyle Wailes
NASHVILLE, Tenn., December 7, 2021 – SmileDirectClub, Inc. (Nasdaq: SDC), the next generation oral care company with the first medtech platform for teeth straightening, today announced the resignation of Chief Financial Officer Kyle Wailes to pursue a CEO opportunity at a healthcare company. Wailes will remain in his role to support the transition of responsibilities through March 1, 2022 and will continue to own a significant amount of equity in the Company.
David Katzman, Chief Executive Officer of SmileDirectClub, said, “On behalf of our entire team, I would like to thank Kyle for his leadership and the commitment he has demonstrated to SmileDirectClub throughout a critical stage in our growth from startup to public company, including through the challenges of the pandemic and the recent inflationary macro environment. Kyle and I have been working on his career development, and his desire to be a CEO has become clear. He has been an invaluable member of our leadership team, and I wish him all the best in his new role.”
“It has been an honor to serve as CFO of SmileDirectClub and participate in its growth from disruptor to challenger in the oral care industry,” said Wailes. “I have complete confidence in the brand and the opportunity ahead for the Company, and I am thankful to have had the opportunity to work with the talented and driven team at SmileDirectClub.”
The Company has retained executive search experts Korn Ferry to lead a formal search for a new Chief Financial Officer with public company experience. Wailes will continue to support the transition through March 1, 2022.
About SmileDirectClub SmileDirectClub, Inc. (Nasdaq: SDC) (“SmileDirectClub”) is an oral care company and creator of the first medtech platform for teeth straightening. Through its cutting-edge telehealth technology and vertically integrated model, SmileDirectClub is revolutionizing the oral care industry, offering consumers the ability to get clinically safe and effective treatment but without the 3x markup. SmileDirectClub’s mission is to democratize access to a smile each and every person loves by making it affordable and convenient for everyone. SmileDirectClub is headquartered in Nashville, Tennessee and operates in the U.S., Canada, Australia, New Zealand, United Kingdom, Ireland, Germany, Austria, Netherlands, Hong Kong, Singapore, Spain, France and Mexico. For more information, please visit SmileDirectClub.com.
SmileDirectClub Media Relations: Press@SmileDirectClub.com
SmileDirectClub Investor Relations: InvestorRelations@smiledirectclub.com