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 17, 2020

ALJ Regional Holdings, Inc.

(Exact name of Registrant as Specified in Its Charter)

Registrant’s Telephone Number, Including Area Code: (888) 486-7775

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

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 Instructions A.2. below):

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. ☐

ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain

Officers; Compensatory Arrangements of Certain Officers.

On July 17, 2020, the Board of Directors of ALJ Regional Holdings, Inc. (the “Company”) appointed Julie Cavanna-Jerbic to serve as a director on the Board, effective immediately, until the Company’s 2021 Annual Meeting of Stockholders, or until her successor is elected and qualified or her earlier resignation, removal from office, death or incapacity. Ms. Cavanna-Jerbic will serve as a member of the Company’s Audit Committee and Compensation, Nominating and Corporate Governance Committee.

Ms. Cavanna-Jerbic will receive compensation in accordance with the Company’s standard non-employee director compensation package, which is more fully described under the caption “Director Compensation” in the Company’s proxy statement on Schedule 14A filed with the Securities and Exchange Commission on July 9, 2020, as may be adjusted by the Board from time to time.

There are no arrangements or understandings pursuant to which Ms. Cavanna-Jerbic was appointed to the Board, and there are no transactions between Ms. Cavanna-Jerbic and the Company since the beginning of the Company’s last fiscal year or any currently proposed transaction, in which the amount involved exceeds $120,000.

A copy of the Company’s press release announcing Ms. Cavanna-Jerbic’s appointment is attached as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01.  Financial Statements and Exhibits.

(d) Exhibits.

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.