Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On January 7, 2022, International Money Express, Inc. (the "Company") announced
that Messrs. Kurt Holstein and Christopher Lofgren resigned from the Company's
Board of Directors (the "Board"), effective as of January 6, 2022. Such
resignations are not a result of any disagreement with the Company on any matter
relating to the Company's operations, policies or practices.
On January 6, 2022, the Board appointed Bernardo "Bernie" B. Fernandez, Jr. and
Debra A. Bradford to serve as directors of the Company to fill vacancies on the
Board, effective as of January 7, 2022. Dr. Fernandez and Ms. Bradford were
appointed as a Class I and Class II director, respectively, of the Company for a
term coinciding with the remaining term of the Class I and Class II directors,
respectively (that is, until the next election of such class of directors at the
Company's 2022 or 2023 Annual Meeting of Stockholders, as applicable), and until
his or her successor is elected and qualified or until his or her earlier death,
resignation, retirement, disqualification or removal from office. Dr. Fernandez
was appointed to serve on the Board's Nominating and Corporate Governance
Committee and Audit Committee, and Ms. Bradford was appointed to serve on the
Board's Nominating and Corporate Governance Committee and Compensation
Committee, in each case, upon the commencement of his or her term as a member of
the Board.
Ms. Bradford is President and Chief Financial Officer of First American Payment
Systems, a global solutions provider in merchant account services. She joined
First American Payment Systems in 2001 and has served as President and Chief
Financial Officer since 2008. Prior to joining First American Payment Systems,
Ms. Bradford served as Senior Vice President and Chief Financial Officer of ACE
Cash Express, Inc., a financial services retailer, and in various roles,
including Chief Operating Officer, with IPS Card Solutions (formerly NTS, Inc.),
a division of First Data Corporation. Ms. Bradford also serves on the Board of
Directors and Audit Committee of Triumph Bancorp, Inc. (NASDAQ: TBK), which
offers a diversified line of banking, payments and factoring services. Ms.
Bradford holds a Bachelor's of Science in Accounting degree from the University
of Texas in Austin. She is a Certified Public Accountant and a member of the
Texas Society of Certified Public Accountants.
Dr. Fernandez is the Chief Executive Officer of Baptist Health Medical Group, a
network of more than 250 physicians in multiple specialties spanning across
several counties in south Florida, a position he has held since 2014. Before
joining Baptist Health Medical Group, Dr. Fernandez served as CEO and President
of Cleveland Clinic Florida from 2006 to 2014, an academic health system. Dr.
Fernandez is also on the Board of Directors and the Audit & Risk Committee of
U.S. Century Bank (NASDAQ: USCB), which offers a wide range of financial
products and services. In addition, he serves on the board of trustees for St.
Thomas University and the board of advisors of the Health Network Foundation,
and is a member of the Orange Bowl Committee and the East Ridge Corporate
Advisory Board. Dr. Fernandez holds a bachelor's degree and a Master's in
Business Administration degree from the University of Miami, and is also a
graduate of the Wharton School of Business Executive Development Program. He
received his medical degree from the Ponce School of Medicine in Ponce, Puerto
Rico. Dr. Fernandez is the holder of the John and Margaret Krupa Distinguished
Chair, is Board-certified by the American Board of Vascular Medicine and is a
Fellow of the Society of Vascular Medicine and the American College of
Physician.
The election of Dr. Fernandez and Ms. Bradford to fill vacancies on the Board
was based upon the recommendations of the Nominating and Corporate Governance
Committee of the Board. There is no arrangement or understanding between Dr.
Fernandez or Ms. Bradford and any other person pursuant to which Dr. Fernandez
or Ms. Bradford were selected as a director. Dr. Fernandez and Ms. Bradford have
not had an interest in any transaction since the beginning of the Company's last
fiscal year, or any currently proposed transaction, that requires disclosure
pursuant to Item 404(a) of Regulation S-K.
Dr. Fernandez and Ms. Bradford will participate in the standard independent
non-employee director compensation arrangements established by the Company, as
described under the section entitled "Director Compensation" in the Company's
definitive proxy statement on Schedule 14A filed with the Securities and
Exchange Commission on May 13, 2021.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is filed as part of this report:
Exhibit
Number Description
104 Inline XBRL for the cover page of this Current Report on Form 8-K.
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