This out today from the company that was Thornburg Mortgage: Confirmation of
on CEO Larry Goldstone's departure. (That's him, pictured.) Also out are CFO Clarence Simmons and director Ike Kalangis.
See
for more on the implications of those "disagreements."
Update 5:40 pm
: What about Kalangis? SFR just called him to find out why he left the board, and he hung up as soon as we identified ourselves.
Does it still count as "disclosure" if the news has already come out in the press? Anyway, maybe the New Mexican will cover this story, now that it's been put in handy press release form. Read the
after the jump.
Form 8-K for TMST, INC.
16-Sep-2009
Change in Directors or Principal Officers, Regulation FD Disclosure
Item 5.02. Departure of Directors and Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) Ike Kalangis resigned as a director of TMST, Inc., a Maryland corporation, formerly known as Thornburg Mortgage, Inc. (the "Company"), effective September 10, 2009.
Larry A. Goldstone, the Company's President and Chief Executive Officer, the Company's principal executive officer, and a director of the Company, resigned from each of his positions as an officer and director of the Company, effective September 15, 2009.
Clarence G. Simmons, III, the Company's Senior Executive Vice President, Chief Financial Officer and Secretary, and the Company's principal financial officer and principal accounting officer, resigned from each of his positions as an officer of the Company, effective September 15, 2009.
Mr. Goldstone's and Mr. Simmons' resignations arose as a result of a disagreement between them and the Company with respect to policies concerning the allocation and use of resources, including employees, between the Company and a new company founded by Messrs. Goldstone and Simmons, SAF Financial, Inc. The Company's Board of Directors (the "Board") has determined that the policies implemented by Messrs. Goldstone and Simmons were not appropriate, and the Board has taken steps to abolish those policies, including implementing management changes.
(c) The Board appointed Anne-Drue M. Anderson as President and Treasurer of the Company, effective September 15, 2009. Ms. Anderson will serve as the principal executive officer, principal financial officer and principal accounting officer of the Company. Ms. Anderson will be compensated for these services in an amount to be determined and approved by the Board. The Board's current expectation is that her commitment will exceed 40 hours per week during this initial transition period, with the expectation that Ms. Anderson's time commitment will be reduced as the wind down of the Company's operations continue. Ms. Anderson will remain a director of the Company, but will no longer be entitled to any compensation as a non-employee director.
Ms. Anderson, age 48, has been a director of the Company since December 2003 and a member of the audit committee of the Board since 2004. During 2000 and 2001, Ms. Anderson served as President of Neighborhood Housing Services of America, a non-profit housing-related firm in Oakland, California. Prior to that, she was an Executive Vice President and Director of Residential Lending for H.F. Ahmanson & Company and Home Savings of America. She joined Home Savings as Treasurer in 1993 and in 1995 became the first female Executive Vice President in the 109-year history of the company. During her tenure at Home Savings, Ms. Anderson managed numerous areas, in addition to Residential Lending, including Secondary Marketing, Funds Management, Capital Markets, Online Banking, Corporate Marketing, Brand Management and Advertising. She currently serves as a director of Enterprise Development International, a non-profit micro lender that assists individuals in extreme poverty in numerous third world countries to create small businesses through subsidized lending and business training. Ms. Anderson is a Phi Beta Kappa graduate of Agnes Scott College, B.A., and received an M.B.A. from the University of Texas at Austin.
Item 7.01. Regulation FD Disclosure.
On September 16, 2009, the United States Trustee for Region Four, including the District of Maryland, filed a motion in the United States Bankruptcy Court for the District of Maryland seeking the appointment of a chapter 11 trustee or, in the alternative, an examiner, pursuant to �1104 of the United States Bankruptcy Code.
