SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: January 25, 2012
A Colorado Corporation
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of
incorporation or organization)
Commission file number
6440 Lusk Blvd., Suite 200
San Diego California 92121
(Address of principal executive offices)
(Registrants telephone number)
(Former name, former address and former fiscal year,
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))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective as of January 25, 2012, Mr. Joseph Proto was appointed to the Board of Directors of BillMyParents Inc. (the Company). The following sets forth certain information concerning Mr. Protos background and experience:
From 2007 to the present, Mr. Proto has been the Chairman and Chief Executive Officer
of Transactis Inc., an electronic billing company. In 1996, Mr. Proto founded REMITCO, a remittance processing company, where he also served as President until 2006. REMITCO was acquired in 2000 by First Data Corp. In 1982, Mr. Proto founded Financial Telesis (CashFlex), a payment processor to 65 of the top 100 banks in the United States, which was acquired by CoreStates/Wachovia in 1992 and is now a part of Wells Fargo. In 2004, Mr. Proto co-founded Windham Ventures, an investment company focusing on financial technology and life sciences companies, where he currently serves as a founding partner. Mr. Proto is 55 years old.
In connection with Mr. Protos appointment to the Board, the Company agreed to grant Mr. Proto warrants or stock options to purchase up to 2,000,000 shares of common stock at an exercise price of $0.44 per share, vesting monthly over a period of 36 months provided Mr. Proto continues to serve on the Board, and having a term of 5 years.
Effective as of January 25, 2012, Mr. Mark Sandson retired from the Board of Directors of the Company. Mr. Sandsons departure from the Board of Directors was not the result of any disagreements with the Company. The Board expressed its appreciation for Mr. Sandsons past service and contributions.
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.
/s/ Jonathan Shultz
Dated: January 25, 2012
Chief Financial Officer