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, 2011
Umami
Sustainable Seafood Inc.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-52401
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98-0636182
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(State
or Other Jurisdiction
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(Commission
File
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(I.R.S.
Employer
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of
Incorporation)
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Number)
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Identification
Number)
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1230
Columbia St., Suite 1100
San
Diego, CA 92101
(Address
of principal executive offices) (zip code)
(619)
544-9177
(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 (see General Instruction A.2. below):
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
January 31, 2011, the Board of Directors of Umami Sustainable Seafood Inc., (the
"Company") increased its size to four members and appointed James White to the
Board of Directors.
Mr. White
has been the Managing Partner and President of Baynes & White Inc., a
consulting and actuarial firm, from May 1993 to the present. Mr.
White has served on the Board of Directors of Patricia Mining Corp.
and Matamec Explorations Inc. and currently serves as a director of PC Gold
Corp. and Auriga Gold Corp., all of which are Canadian public
companies. The Board of Directors believes that Mr. White is
qualified to serve on the Company’s Board of Directors due to his financial
background and experience in the debt and equity markets.
Jones,
Gable & Company Limited, an entity of which Donald Ross, Mr. White’s
stepfather, is Chairman, assisted the Company in obtaining approximately $8.2
million of financing in 2010. Jones, Gable received 575,400 shares of
the Company’s common stock for its services to the Company in
2010.
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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UMAMI
SUSTAINABLE SEAFOOD INC.
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February
7, 2011
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By:
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/s/ Daniel
G. Zang
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Name:
Daniel G. Zang
Title:
Chief Financial Officer
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