8-K - CLMB - Equibles

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): December 14, 2020

WAYSIDE TECHNOLOGY GROUP, INC.

(Exact name of registrant as specified in its charter)


Delaware	000-26408	13-3136104
(State or other jurisdiction<br>of incorporation)	(Commission<br>File Number)	(IRS Employer<br>Identification No.)


4 Industrial Way West, Suite 300,<br>Eatontown, New Jersey		<br><br>07724
(Address of principal executive offices)		(Zip Code)

732-389-0932

(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 (see General Instruction A.2 below):

◻ 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		Name of each exchange on which registered
Common stock, $.01 par value		WSTG		The NASDAQ Global Market

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. ◻

Item 7.01 Regulation FD Disclosure.

On December 14, 2020, Wayside Technology Group, Inc. (the “Company”) issued a press release announcing the promotion of Charles Bass, the Vice President of Alliances and Marketing of Climb Channel Solutions, Inc., a subsidiary of the Company, to Chief Marketing Officer of the Company. A copy of the press release is furnished herewith as Exhibit 99.1.

Item 8.01 Other Events.

The Company has engaged in stock repurchases of its common stock (the “Common Stock”) from time to time. A total of 2,963,525 shares of Common Stock have been repurchased as of December 14, 2020, leaving a balance of 547,488 shares of Common Stock that the Company currently is authorized to buy back in the future.

On December 14, 2020, the Board of Directors of the Company approved and the Company entered into a written purchase plan intended to comply with the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Plan”). Purchases involving shares of the Company’s Common Stock under the Plan may take place commencing December 14, 2020, and the Plan shall terminate upon the first to occur of (i) 100,000 shares of Common Stock under this Plan have been purchased, or (ii) the close of the Nasdaq Stock Market on July 30, 2021.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

99.1 Press release of Wayside Technology Group, Inc., dated December 14, 2020.

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.


	Wayside Technology Group, Inc.


Date: December 14, 2020	By:	/s/ Michael Vesey
		Michael Vesey, Vice President and
		Chief Financial Officer

Exhibit 99.1

Climb Channel Solutions Announces New Chief Marketing Officer

Charles Bass promoted to lead Climb ’ s Global Marketing Organization

Climb Channel Solutions (Climb) has promoted Charles Bass to Chief Marketing Officer. As CMO, he is responsible for overseeing the strategy, planning and development of the company ’ s global marketing initiatives.

Eatontown, NJ (December 14, 2020) -- Climb (Nasdaq: WSTG), a specialty global technology distributor, today announced the internal promotion of Charles Bass to Chief Marketing Officer (CMO). Bass most recently served as Vice President of Alliances and Marketing.

As CMO, Bass will be responsible for overseeing the strategy, planning and execution of Climb's global marketing initiatives. These strategies encompass, global market analysis, vendor procurement and partner enablement, brand management, advertising and promotion, as well as integrated marketing communications in both digital and traditional marketing channels, to bring about profit-enhancements and market-product synergies for the company in the global market. Bass brings more than 20 years of experience in channel marketing and business development to the CMO role.

“Since joining Climb, Charles has provided strategic leadership and delivered strong results, developing creative marketing campaigns to drive brand awareness and digital strategies that have amplified marketing efforts—all while helping to transform our company into an emerging technology solutions leader,” said Dale Foster, President of Climb. “I’m so pleased to announce the promotion of one of our top leaders to this important position. As CMO, Charles will continue to drive awareness for the differentiated value of Climb’s ecosystem and demand for Climb’s solutions.”

Bass joined Climb in 2018 as Vice President of New Business Development where he was responsible for leading the recruitment efforts of emerging vendors to the Climb (then Lifeboat Distribution) portfolio. Prior to joining Climb, he served as the Vice President of Channel Sales at Blue Medora and Vice President of Vendor Alliances and Marketing for Promark Technology, an Ingram Micro Company. He had been part of the Promark Technology leadership team since joining the company in 2010 and was promoted to Promark Technology’s Board of Directors in 2012, being an integral member of the management team that successfully executed Promark’s acquisition by Ingram Micro in Q4, 2012. Prior to Promark, he held various sales and business development leadership roles at Hewlett Packard, LeftHand Networks, Brocade Corporation, McDATA Corporation, and IBM.

"Charles excels at pulling together the resources needed to transform marketing strategies into impactful consumer campaigns and meaningful partner enablement initiatives, " said Dale Foster. "I look forward to seeing his efforts help enhance Climb's global competitive advantage."

The Board of Directors and the Climb team would like to congratulate Charles for the work he has done for the company and looks forward to see how his leadership will impact and delight partners and customers now on a global scale.

About Climb

Climb Channel Solutions, a subsidiary of Wayside Technology Group, Inc. (NASDAQ: WSTG), is an international specialty technology distributor focused on emerging technologies. Climb provides partners with access to Security, Data Management, Virtualization and Cloud, Storage and Hyperconverged Infrastructure, Connectivity, Software and Application Lifecycle, and other technically sophisticated products. The company helps vendors recruit and build multinational solution provider networks, power their networks, and drive incremental sales revenues that complement existing sales channels. Climb services thousands of solution providers, VARs, systems integrators, corporate resellers, and consultants worldwide, helping them power a rich opportunity stream while building profitable businesses.

For additional information visit www.climbcs.com, or call 1.800.847.7078 (US), +1.732.389.0037

(International), +1.888.523.7777 (Canada), or +31.20.210.8005 (Europe).

Follow Climb Channel Solutions on LinkedIn, Twitter and Facebook.

For Media & PR inquiries contact:

Climb Channel Solutions

Media Relations

media@ClimbCS.com