Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of Evan Gartenlaub as a Member of the Board
On June 25, 2014, Evan Gartenlaub informed the board of directors (the "Board")
of Trade Street Residential, Inc. (the "Company") of his resignation as a member
of the Board, effective immediately. Mr. Gartenlaub's resignation was for
personal reasons and not the result of any disagreements with the Company
relating to the Company's accounting principles or practices, financial
statement disclosure or the adequacy or effectiveness of the Company's internal
controls and procedures. Mr. Gartenlaub was designated as a member of the Board
by certain investment entities (the "Investors") managed or advised by Senator
Investment Group LP, a Delaware limited partnership, pursuant to their rights
under the stockholders' agreement between the Company and the Investors (the
"Stockholders' Agreement"). Mr. Gartenlaub served on the Nominating and
Corporate Governance Committee of the Board.
Appointment of Nirmal Roy as a Member of the Board
On June 25, 2014, in connection with their rights under the Stockholders
Agreement, the Investors designated Nirmal Roy to serve as a member of the Board
to fill the vacancy created by Mr. Gartenlaub's resignation. Mr. Roy will serve
on the Audit Committee and the Nominating and Corporate Governance Committee of
the Board. Mr. Roy has waived his rights to receive any compensation from the
Company for his service as a director.
Mr. Roy is an Investment Professional for BHR Capital LLC ("BHR"). Prior to BHR,
from 2009 to 2011, Mr. Roy was an Associate for Meadow Partners, where he
underwrote private real estate transactions in New York and London. Prior to
joining Meadow Partners, Mr. Roy was an Analyst for Silver Point Capital and an
Associate for Starwood Capital Group. Mr. Roy graduated Magna Cum Laude from The
Wharton School, University of Pennsylvania, where he earned a B.S. in economics
with concentrations in finance and real estate.
Item 8.01. Other Events.
As previously disclosed, on March 18, 2014
, the Company received a letter from
the NASDAQ acknowledging that the Company was not in compliance with the audit
committee requirements set forth in Rule 5605 of the NASDAQ Listing Rules (the
"Listing Rules") as a result of the Company's failure to maintain an audit
committee comprised of three members. The Company's noncompliance with Rule 5605
was the result of the resignation of James Boland
as a director of the Company
on March 13, 2014
In connection with the appointment of Nirmal Roy
as a director of the Company
and Mr. Roy's
designation as a member of the Audit Committee of the Board (as
disclosed in Item 5.02 above), the Company received notice from the NASDAQ on
June 30, 2014
that it had regained compliance with the Listing Rules.