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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 23, 2024  (January 22, 2024)


TARGET HOSPITALITY CORP.
(Exact Name of Registrant as Specified in Its Charter)


001-38343
(Commission File Number)

Delaware
98-1378631
(State or Other Jurisdiction of Incorporation)
(I.R.S. Employer Identification No.)

9320 LAKESIDE BLVD., SUITE 300
THE WOODLANDS, Texas 77381
(Address of principal executive offices, including zip code)

(832) 709-2563
(Registrant’s telephone number, including area code)

NOT APPLICABLE
(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:


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))

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

Title of each class
 
Trading
Symbol(s)
 
Name of each exchange on which registered
THCommon stock, par value $0.0001 per share

TH

NASDAQ
Warrants to purchase common stock

THWWW

NASDAQ

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. ☐


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Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departure of Eric T. Kalamaras

On January 22, 2024, Target Hospitality Corp. (the “Company”) and Eric T. Kalamaras, the Chief Financial Officer of the Company, mutually agreed that Mr. Kalamaras would depart effective as of January 22, 2024, as Mr. Kalamaras has decided to pursue other interests. The Company expects to approve terms in connection with Mr. Kalamaras’s departure from the Company at a later date, and will disclose such terms by an amendment to this Form 8-K. Mr. Kalamaras’ departure is not a result of any disagreement with the Company or its independent auditors on any matter relating to the Company’s accounting, financials, strategy, management, operations, policies, regulatory matters or financial practices.

Promotion of Jason Vlacich and Troy Schrenk

On January 22, 2024, the Board of Directors of the Company (the “Board”) promoted Jason Vlacich, the Chief Accounting Officer of the Company, to the role of Chief Financial Officer and Chief Accounting Officer, effective as of January 23, 2024 (the “Effective Date”). In connection therewith, the Company expects to enter into an amendment to Mr. Vlacich’s existing employment agreement (the “Vlacich Amendment”) providing, among other things, that Mr. Vlacich’s annual Base Salary (as defined in his Mr. Vlacich’s current employment agreement) be increased to $410,000, with a Target Bonus (as defined in his Mr. Vlacich’s current employment agreement) percentage of eighty five percent (85%), an overall Annual Award (as defined in his Mr. Vlacich’s current employment agreement) amount equal to $450,000, and a one-time grant of restricted stock units with a value equal to $150,000.

On January 22, 2024, the Board promoted Troy Schrenk, Chief Commercial Officer of the Company, to the role of Senior Executive Vice President Operations and Chief Commercial Officer, effective as of the Effective Date. In connection therewith, the Company expects to enter into an amendment to Mr. Schrenk’s existing employment agreement (the “Schrenk Amendment”) providing, among other things, that Mr. Schrenk’s annual Base Salary (as defined in Mr. Schrenk’s current employment agreement) to $400,000 and an overall Annual Award (as defined in Mr. Schrenk’s current employment agreement) amount equal to $550,000.

The Company expects to approve the exact terms of the Vlacich Amendment and the Schrenk Amendment at a later date, and will disclose the full text of the Vlacich Amendment and the Schrenk Amendment by an amendment to this Form 8-K.

Item 8.01 Other Events

On January 23, 2024, the Company issued a press release announcing the departure of Mr. Kalamaras and the promotions of Messrs. Vlacich and Schrenk, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.
 
Exhibit Description

99.1

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SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
 
 
Target Hospitality Corp.
 
 
 
By:
/s/ Heidi D. Lewis
Dated: January 23, 2024
 
Name: Heidi D. Lewis
 
 
Title: Executive Vice President, General Counsel and Secretary
 
 





3
EX-99.1 2 ex99-1.htm
Exhibit 99.1
Target Hospitality Announces Senior Level Promotions

Promotes Jason Vlacich to Chief Financial Officer & Chief Accounting Officer
Promotes Troy Schrenk to Senior Executive Vice President Operations & Chief Commercial Officer
Reaffirms Full Year 2023 and Preliminary 2024 Financial Outlook

THE WOODLANDS, Texas, January 23, 2024 (PRNewswire) – Target Hospitality Corp. ("Target Hospitality," "Target" or the "Company") (Nasdaq: TH), one of North America's largest providers of vertically integrated modular accommodations and value-added hospitality services, today announced that Jason Vlacich, the Company’s Chief Accounting Officer, has been promoted to the expanded role of Chief Financial Officer. Additionally, Troy Schrenk has been promoted to the expanded role of Senior Executive Vice President of Operations in addition to his position of Chief Commercial Officer. Both promotions are effective as of January 23, 2024.
These two promotions align well with the recently awarded transformational, multi-year humanitarian contract award to Target Hospitality. Mr. Schrenk will lead the Company’s business and commercial operations, construction, business development, and government relations. Mr. Vlacich will lead the finance, accounting, treasury, tax, IT business applications and investor relations functions. Mr. Vlacich succeeds Eric Kalamaras, who has departed from the Company to pursue other interests. The Company expects a seamless CFO transition given the finance and accounting teams remain intact and given the long history of Mr. Vlacich leading the accounting and financial reporting efforts for the past six years.
Brad Archer, Target Hospitality’s President and Chief Executive Officer, stated, “Jason and Troy have been integral parts of our finance and operating teams, respectively. These promotions are exciting and well-earned next steps for these two leaders. Their business acumen, functional expertise, industry knowledge and extensive experience make them well suited to assume a more significant role in this premier organization. Importantly, having been with us for many years, they are each a strong cultural fit. We are confident in Jason and Troy’s ability to provide strategic leadership and vision as we continue to enhance our strong financial position and scalable operating platform. We thank Eric for his service to Target Hospitality and wish him the very best.”
Mr. Vlacich brings a wealth of financial experience, with over 20 years in finance, public accounting and hospitality accounting. The promotion expands on his continuing role as the Company’s Chief Accounting Officer since 2018, where he has made significant contributions to the finance, accounting, tax, and other key financial functions, as well as leading the implementation of transformative key business applications. Prior to joining Target Hospitality, he served as Chief Accounting Officer at Highgate Hotels, L.P., where he led the company’s domestic and European accounting expansion and centralization as well as the implementation of global accounting systems. Prior to his role at Highgate Hotels, L.P., Mr. Vlacich was a Senior Audit Manager and served in various other roles at PricewaterhouseCoopers, LLP where he provided services to public and private companies, including for initial public offerings, across multiple industries with a concentration in the hospitality industry.  Mr. Vlacich also served in a variety of financial reporting, Sarbanes-Oxley compliance, and corporate accounting roles in other industries and public companies.  Mr. Vlacich holds a bachelor’s degree in Accountancy from Bentley University and is a Certified Public Accountant.
Since joining the Company in 2012, Mr. Schrenk has led teams that have achieved record revenue growth by forging new, diversified and durable customer relationships including the transformational expansion of the company’s government segment  With over 20 years of experience in specialty rentals, housing, construction and hospitality industries, Mr. Schrenk will continue to serve as the Company’s Chief Commercial Officer a role he has served since 2018 and is a proven leader with a track record of success in revenue growth, operations and strategic growth management, which began with Fortune 500 Centex Homes from 2000 to 2005. He held various leadership roles at other homebuilding, specialty rental and manufacturing companies prior to joining Target Hospitality. Mr. Schrenk holds an MBA from Boise State University and a bachelor’s degree from George Fox University.
The Company today also reaffirmed its full year 2023 and preliminary 2024 financial outlook, which it provided in connection with the announcement of the $3.3 billion contract award for the Pecos Humanitarian Community in December 2023.
Mr. Kalamaras’ departure is not a result of any disagreement with the Company or its independent auditors on any matter relating to the Company’s accounting, financials, strategy, management, operations, policies, regulatory matters or financial practices.
About Target Hospitality
Target Hospitality is one of North America's largest providers of vertically integrated modular accommodations and value-added hospitality services in the United States. Target builds, owns and operates a customized and growing network of communities for a range of end users through a full suite of value-added solutions including premium food service management, concierge, laundry, logistics, security and recreational facilities services.
Cautionary Statement Regarding Forward Looking Statements
Certain statements made in this press release are "forward looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words "estimates," "projected," "expects," "anticipates," "forecasts," "plans," "intends," "believes," "seeks," "may," "will," "could," "should," "future," "propose" and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside our control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, that may affect actual results or outcomes include: operational, economic, including inflation, political and regulatory risks; federal government's determination to exercise option periods associated with the humanitarian contract; our ability to effectively compete in the specialty rental accommodations and hospitality services industry; effective management of our communities; natural disasters and other business distributions including outbreaks of epidemic or pandemic disease; changes in demand within a number of key industry end-markets and geographic regions; failure to retain key personnel; increases in raw material and labor costs; our future operating results fluctuating, failing to match performance or to meet expectations; our exposure to various possible claims and the potential inadequacy of our insurance; our obligations under various laws and regulations; the effect of litigation, judgments, orders, regulatory or customer bankruptcy proceedings on our business; our ability to successfully acquire and integrate new operations; global or local economic and political movements, including any changes in policy under the Biden administration; federal government budgeting and appropriations. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Contacts:
 
Investors
Mark Schuck
(832) 702 – 8009
ir@targethospitality.com