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CODESMART HOLDINGS, INC. FILES (8-K) Disclosing Change in Directors or Principal Officers, Financial Statements and Exhibits(Edgar Glimpses Via Acquire Media NewsEdge) ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. On September 16, 2014, the board of directors (the "Board") of CodeSmart Holdings, Inc. (the "Company") increased the number of members of the Board from one to two. To fill in the vacancy created on the Board, the Board elected Ms. Ruth Patterson as a director of the Board. Currently, there are no compensatory arrangements with Ms. Patterson for her services as director. There is no transaction between Ms. Patterson and the Company that is required to be disclosed under Item 404(a) of Regulation S-K. On September 17, 2014, Sharon Franey resigned from her positions as Chief Operating Officer and a member of the Board of Directors of CodeSmart Holdings, Inc. (the "Company"). The resignation letter received from Ms. Franey is annexed hereto as Exhibit 17.1. The Company has been restructuring since April 2014 and on September 17, 2014, the Board appointed Ms. Ruth Patterson its new Chief Operating Officer. Compensatory arrangements with Ms. Patterson for her services are currently being negotiated. There is no transaction between Ms. Patterson and the Company that is required to be disclosed under Item 404(a) of Regulation S-K. Set forth below is a brief biography of Ms. Ruth Patterson: Ruth Patterson, age 50, Ms. Patterson has more than 20 years of educational and certification experience. She's held a number of leadership positions responsible for education, including support for active and collaborative learning, student experiences, internships, service learning and curriculum integration. At Lincoln Educational Services, Ms. Patterson was the National Director of Product Development for Allied Health Services, and she demonstrated success in cross-regional projects, initiatives and program development including development and rollout of new schools and institutions. She had oversight for the preparation for accreditation review and curriculum development and assessment. Ms. Patterson cultivated growth programs in 36 campuses nationally offering programs within the medical assisting, health information technology and allied health domains. She was also the National Director of the National Healthcareer Association, a national certification agency for the allied healthcare professional. As the National Director of the agency, Ms. Patterson was responsible for the psychometric development of certification exams; continuing education programs and numerous state and federal initiatives to standardize the competencies of the allied healthcare professional and their scope of practice. Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description of Exhibit 17.1 Resignation Letter, dated as of September 17, 2014, from Sharon Franey 2 |