8-K
Research Solutions, Inc. (RSSS)
UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORTPursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report:
(Date of earliest event reported)
December 10, 2025
ResearchSolutions, Inc.
(Exact name of registrant as specified in its charter)
Nevada
(State or other Jurisdiction of Incorporation)
| 1-39256 | 11-3797644 |
|---|---|
| (Commission File Number) | (IRS Employer Identification No.) |
N/A^1^
(Address of Principal Executive Offices and zip code)
(310
)
477-0354
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of 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(b) under the Exchange Act (17 CFR 240.14a-12(b))
¨ 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 |
|---|---|---|
| Common<br> stock, $0.001 par value | RSSS | The<br> Nasdaq<br> Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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. ¨
^1^ In November 2019, we became a fully remote company. Accordingly, we do not currently have principal executive offices. Our mailing address is 10624 E. Eastern Ave., Ste. A-614, Henderson, NV 89052.
Item 5.02. Departure of Directors or Certain Officers;Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective December 10, 2025, William Nurthen resigned as the Registrant’s Chief Financial Officer and Secretary. Mr. Nurthen’s departure is not the result of any disagreement with the Company, including on any matters relating to the Company's operations, policies, practices, or financial reporting.
Effective December 10, 2025, Dave Kutil was named Interim Chief Financial Officer and Secretary (“Interim CFO”). Mr. Kutil, age 41, has served as the Registrant's Global Controller since March 2023. Prior to this role, Mr. Kutil previously served as Controller at Lesaffre Yeast Corporation, a leading global consumer goods company, from March 2022 to March 2023, and Director of Accounting and External Reporting for Badger Meter, a leading manufacturer of metering products, from September 2015 to March 2022. Mr. Kutil received a Bachelor of Business Administration in Accounting from the University of Wisconsin-Whitewater and is an active Certified Public Accountant.
In connection with his appointment as Interim CFO, Mr. Kutil’s annual base salary will be increased to $250,000, and he will be eligible to earn a bonus of up to $50,000. In addition, the Registrant has also agreed to grant Mr. Kutil 30,000 shares of its common stock (“Restricted Stock”) as a Restricted Stock Award under the Registrant’s 2017 Omnibus Incentive Plan (as amended). The shares of Restricted Stock will vest over a three-year period, subject to continuous service with the Registrant.
Item 7.01 Regulation FD Disclosure.
On December 11, 2025, the Registrant issued a press release announcing the appointment of the Interim CFO. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report, including Exhibit 99.1, shall not be deemed “filed” for the purposes 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 incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by reference in such a filing. The furnishing of this press release is not intended to constitute a representation that such information is required by Regulation FD or that the materials it contains include material information that is not otherwise publicly available.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit<br><br> <br>No. | Description |
|---|---|
| 99.1 | Press Release issued December 11, 2025 entitled “Research Solutions Announces CFO Transition”. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
| RESEARCH SOLUTIONS, INC. | ||
|---|---|---|
| Date: December 11, 2025 | By: | /s/ Roy W. Olivier |
| Roy W. Olivier | ||
| Chief Executive Officer |
Exhibit 99.1
FOR IMMEDIATE RELEASE
Research Solutions Announces CFO Transition
HENDERSON, Nev., December 11, 2025 — Research Solutions, Inc. (NASDAQ: RSSS), the leading AI-powered research workflow platform, announced that its Chief Financial Officer and Secretary, Bill Nurthen, left the Company effective December 10, 2025 to pursue another opportunity.
The Company has named its Controller, Dave Kutil, as interim Chief Financial Officer and Secretary. Mr. Kutil has served as Controller since joining the Company in 2023 and has more than 15 years of financial leadership experience. Prior to joining Research Solutions, he served as Controller for the North American subsidiary of Lesaffre, a leading global consumer goods company, and Director of Accounting for Badger Meter.
“I would like to thank Bill for his contributions to the Company over the past four years and welcome Dave into this role as interim CFO and Secretary,” said Roy W. Olivier, Chairman and Chief Executive Officer of Research Solutions. “Dave shares the Company’s long-term strategic financial vision and has been working alongside Bill since joining the Company. I am confident that he will be able to fulfill the responsibilities of the position with no loss in continuity or production.”
About Research Solutions
Research Solutions, Inc. (NASDAQ: RSSS) provides cloud-based technologies to streamline the process of obtaining, managing, and creating intellectual property. Founded in 2006 as Reprints Desk, the Company was a pioneer in developing solutions to serve researchers. Today, more than 70 percent of the top pharmaceutical companies, prestigious universities, and emerging businesses rely on Article Galaxy, the Company's SaaS research platform, to streamline access to the latest scientific research and data with 24/7 customer support. For more information and details, please visit www.researchsolutions.com
Contact
Steven Hooser or John Beisler
Three Part Advisors
(214) 872-2710
shooser@threepa.com; jbeisler@threepa.com# # #