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): January 31,
2010
Performance
Capital Management, LLC
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(Exact
name of registrant as specified in its charter)
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California
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0 – 50235
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03-0375751
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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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7001
Village Drive, Suite 255
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Buena Park, California
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90621
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (714)
736-3790
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:
£
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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£
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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£
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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£
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 5.02. Departure of
Directors or Certain Officers.
Mr.
Rodney Woodworth, Mr. Larry Smith, Ms. Larisa Gadd and Mr. David Barnhizer have
resigned from the Board of Directors (the “Board”) of Performance Capital
Management, LLC (the “Company”) effective January 31, 2010. Mr. Woodworth and
Mr. Smith were members of the Company’s Audit Committee and Ms. Gadd was a
member of the Compensation Committee. All four resigning Board members have been
directors of the Company since February 2002. The resignations were not the
result of any disagreement with the Company on any matter relating to the
Company's operations, policies or practices. After January 31, 2010, the
remaining directors are Mr. Lester Bishop, Mr. Donald Rutherford and Mr. Sandy
Lakoff.
FORWARD-LOOKING
STATEMENTS
Except
for the historical information presented in this document, the matters discussed
in this Form 8-K or otherwise incorporated by reference into this document
contain “forward-looking statements” (as such term is defined in the Private
Securities Litigation Reform Act of 1995). These statements can be identified by
the use of forward-looking terminology such as “believes,” “plans,” “expects,”
“may,” “will,” “intends,” “should,” “plan,” “assume” or “anticipates” or the
negative thereof or other variations thereon or comparable terminology, or by
discussions of strategy that involve risks and uncertainties. The safe harbor
provisions of Section 21E of the Securities Exchange Act of 1934, as amended,
and Section 27A of the Securities Act of 1933, as amended, apply to
forward-looking statements made by Performance Capital Management, LLC (the
“Company”). You should not place undue reliance on forward-looking statements.
Forward-looking statements involve risks and uncertainties. The actual results
that we achieve may differ materially from any forward-looking statements due to
such risks and uncertainties. These forward-looking statements are based on
current expectations, and we assume no obligation to update this information.
Readers are urged to carefully review and consider the various disclosures made
by the Company in this report on Form 8-K and in the Company’s other reports
filed with the Securities and Exchange Commission that attempt to advise
interested parties of the risks and factors that may affect our
business.
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.
PERFORMANCE
CAPITAL MANAGEMENT, LLC
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February 2, 2010
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By:
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/s/
David J. Caldwell
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(Date)
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David
J. Caldwell
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Its:
Chief Operations Officer
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1