8-K

Bright Mountain Media, Inc. (BMTM)

8-K 2021-02-04 For: 2021-02-04
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Added on April 06, 2026

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

Washington,DC 20549

FORM8-K

CURRENT REPORT

Pursuantto Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): February 4, 2021

BrightMountain Media, Inc.

(Exact name of registrant as specified in its charter)

Florida 000-54887 27-2977890
(State<br> or other jurisdiction<br><br> <br>of<br> incorporation) (Commission<br><br> <br>File<br> Number) (IRS<br> Employer<br><br> <br>Identification<br> No.)
6400<br> Congress Avenue, Suite 2050, Boca Raton, Florida 33487
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(Address of principal<br> executive offices) (Zip Code)

Registrant’stelephone number, including area code: 561-998-2440

notapplicable

(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 (see General Instruction A.2. below):

[  ] Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ] Soliciting material<br> pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ] Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ] Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section<br> 12(b) of the Act:
Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered
--- --- ---
None N/A N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 [X]

If an emerging growth company, indicate by checkmark 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. [  ]

Item5 .02 Departure of Directors or Certain Officers;Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

On February 4, 2021, Bright Mountain Media, Inc. (the “Company”) appointed Gretchen Tibbits to our Board of Directors. Ms. Tibbits has no arrangements or understandings with any other person pursuant to which she was appointed as a director and no family relationships with any director or executive officer of the Company. Ms. Tibbits has no direct or indirect beneficial ownership in the Company’s common stock or rights to acquire common stock.

Ms. Tibbits age 53, brings with her over 25 years of experience in management, strategy and mergers & acquisitions. She currently serves as Managing Director at Progress Partners, a Boston & New York-based M&A advisory firm focused on the media, marketing, and advertising sectors. Concurrently, she serves on Arts related boards advising them on branding, digital media strategy, and fundraising initiatives.

Previously, Ms. Tibbits served in executive roles at LittleThings, Maxim Magazine, ESPN, Hearst Business Media, and American Media (now A360 Media). Ms. Tibbits holds an M.B.A. in Finance and Management from New York University, and a B.A. from the University of Virginia, for which she serves on a number of volunteer boards.

Item7.01 Regulation FD Disclosure.

On February 4, 2021, the Company issued a press release announcing the appointment of Ms. Tibbits as a member of the Company’s Board of Directors which is attached as Exhibit 99.1 The information in Exhibit 99.1 is being furnished and such information shall not be deemed “filed” for purpose of Section 18 of the Securities Exchange Act of 1934 , as amended ( the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933,as amended or the Exchange Act, except as may be expressly set forth by specific reference in such a filing.

Item9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1. Press Release dated February 4, 2021, concerning the appointment of a director.

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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.

Date: February 4, 2021 Bright Mountain Media, Inc.
By: /s/ Edward Cabanas
Edward Cabanas, Chief Financial Officer
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Exhibit 99.1


Bright Mountain Media Appoints Gretchen M.Tibbits to the Board of Directors


Renowned Industry Thought Leader Brings 25+Years of Corporate Strategy Experience to the

Company’s Board of Directors


BocaRaton, FL – February 4, 2021 — Bright Mountain Media, Inc. (OTCQB: BMTM), an end-to-end digital media and advertising services platform, today announced that Gretchen M. Tibbits, renowned corporate strategy executive and industry thought leader, has been appointed to the Company’s Board of Directors effective immediately.

Ms. Tibbits brings with her over 25 years of experience in management, strategy and mergers & acquisitions. She currently serves as Managing Director at Progress Partners, a Boston & New York-based M&A advisory firm focused on the media, marketing and advertising sectors. Concurrently, she serves on Arts related boards advising them on branding, digital media strategy, and fundraising initiatives.

Previously, Ms. Tibbits served in executive roles at LittleThings, Maxim Magazine, ESPN, Hearst Business Media, and American Media (now A360 Media). Ms. Tibbits holds an M.B.A. in Finance and Management from New York University, and a B.A. from the University of Virginia, for which she serves on a number of volunteer boards.

“I am pleased to appoint Gretchen to our Board of Directors, as she brings decades of executive experience to further strengthen our core competencies in corporate strategy and M&A,” said Kip Speyer, Chairman & Chief Executive Officer of Bright Mountain Media. “Her unique entrepreneurial insights will help us continue to expand the breadth and depth of our reach as a Company, positioning us to continue to create value for our shareholders.”

“Bright Mountain Media is building an incredible digital media platform company and is extremely well positioned to grow its reach and revenues in 2021 and beyond. I look forward to working with Kip Speyer and the Bright Mountain Media Board of Directors,” added Gretchen M. Tibbits.

About Bright Mountain Media

Bright Mountain Media, Inc. (OTCQB: BMTM) is an end-to-end digital media and advertising services platform, efficiently connecting brands with targeted consumer demographics. Through the removal of middlemen in the advertising services process, Bright Mountain Media efficiently connects brands with targeted consumer demographics while maximizing revenue to publishers. Bright Mountain Media’s assets include Bright Mountain, LLC, MediaHouse (f/k/a NDN), Oceanside (f/k/a S&W Media), and Wild Sky Media including 24 owned and/or managed websites and 15 CTV apps. For more information, please visit www.brightmountainmedia.com.

Forward-Looking Statements for Bright MountainMedia, Inc.

This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties. Such forward-looking statements can be identified by the use of words such as “should,” “may,” “intends,” “anticipates,” “believes,” “estimates,” “projects,” “forecasts,” “expects,” “plans,” and “proposes, “ and similar words. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including, without limitation, statements made with respect to expectations of our ability to successfully integrate acquisitions., and the realization of any expected benefits from such acquisitions You are urged to carefully review and consider any cautionary statements and other disclosures, including the statements made under the heading “Risk Factors” in Bright Mountain Media, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 as filed with the Securities and Exchange Commission on May 14, 2020 and our other filings with the SEC. Bright Mountain Media, Inc. does not undertake any duty to update any forward-looking statements except as may be required by law.

Investor Contact:

Greg Falesnik or Luke Zimmerman

MZ Group - MZ North America

949-259-4987

BMTM@mzgroup.us

www.mzgroup.us