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) July 29, 2013
iGambit Inc.
(Exact name of registrant as specified in its charter)
Delaware
000-53862
(State or other jurisdiction
(Commission File Number)
(IRS Employer
of incorporation)
Identification No.)
1050 W. Jericho Turnpike, Suite A
11787
Smithtown, New York
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (631) 670-6777
(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):
¨ 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 Departure of Directors or Certain Officers; Election of Directors; Appointment of
5.02 Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Member of the Board of Directors
On July 25, 2013, the Board of Directors (the “Board”) of iGambit Inc., (the "Company")
increased the size of the Board from four (4) members to five (5), pursuant to article II section 2,
of the Bylaws of the Company. In addition, pursuant to Article II, Section 3 of the Bylaws of the
Company, the Board appointed John Keefe as a member of the Board of Directors, member of
the Audit Committee and Chairman of the Compensation Committee. Mr. Keefe shall hold
office until the next annual election and until his successor is duly elected and shall qualify,
unless sooner, in accordance with the By-laws of the Company.
Mr. Keefe is an investment banker, venture capitalist, founder of three businesses, and a
turnaround consultant to businesses in trouble.
Since 2011 to Present, Mr. Keefe is the Founder and Chief Development Officer of Security
Capital Advisors LLC, located in Jersey City, NJ. Security Capital Advisors LLC is a firm providing
indirect financing to local governments in the US.
From 2007 to 2011 Mr. Keefe was Managing Director of Nachman Hays Brownstein, located in New
York, NY. Nachman Hays Brownstein is a national turnaround management firm, assisting
underperforming and troubled companies, maximizing value for owners, investors, creditors and
employees.
Mr. Keefe was also a founding General Partner of a venture capital firm, a founder and CFO of a
computer software company, a Senior Vice President of an investment banking firm, and
emergency CFO and Chief Restructuring Officer of several distressed businesses. He is a
graduate of Harvard College and Harvard Business School.
There are no transactions in which Mr. Keefe has an interest requiring disclosure under Item
404(a) of Regulation S-K or any family relationships requiring disclosure under Item 401(d) of
Regulation S-K.
As previously reported on Form 8-K dated April 25, 2013, the Board of Directors of the
company accepted the resignation of Mr. John Waters from the Board and related responsibilities
on the Audit and Compensation Committee and the Board reduced the size of the Board to four (4)
members effective immediately until a replacement for Mr. Waters was found.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: July 30, 2013
iGambit Inc.
By:
/s/ John Salerno
John Salerno
Chief Executive Officer