Item 5.02 Departure of Directors or Certain O?cers; Election of Directors;
Appointment of Certain O?cers; Compensatory Arrangements of Certain O?cers.
On August 30, 2022, MediXall Group, Inc. (the "Company") announced the departure
of Mr. Noel Guillama as Chairman and CEO of MediXall. Mr. Guillama's departure
was not a result of a disagreement relating to the registrant's operations,
policies or practices. Mr. Guillama had served as Chairman and CEO since June
2022.
On August 30, 2022, upon Noel Guillama's departure, the Board of Directors
("Board") announced the appointment of Timothy Hart as Chairman of the Board of
Directors of MediXall Group, Inc. Mr. Hart has served as our Chief Financial
Officer and member of our board of directors since 2012. Mr. Hart has over 30
years of accounting and finance experience. Since 2013, Mr. Hart has been the
CFO and a director of Monkey Rock Group, Inc. (OTC Markets: MKRO), and since
2014, Mr. Hart has been the CFO and a director of Vanell, Corp. (OTC Markets:
VANL). Mr. Hart has held the position of CFO of TBG since 2012 and has served as
a director since 2013. In addition, Mr. Hart has held the position of CFO of TBG
Investment Partners, LLLP since 2013. He has also served as CFO of A1 Group,
Inc. since 2015. Mr. Hart has been providing accounting and consulting services
through R3 Accounting LLC, a private accounting firm he formed in 2008. He
consulted extensively with RailAmerica, Inc., a NYSE-listed holding company for
short line and regional railroads in the U.S. which was acquired by Fortress
Investment Group in 2007, during its initial public offering, and assisted the
company with governmental compliance. Mr. Hart's firm also provided consulting,
strategic tax planning and compliance, and acquisition audits for Patriot Rail
Corp., a Boca Raton, Florida based company which is an operator of short line
and regional railroads in the U.S. Mr. Hart served as Chief Financial Officer of
Alternative Americas Fuels, Inc. (OTCBB: AFAI) 2011 until 2012. Mr. Hart holds a
B.A. in Accountancy, Economics and Business Administration from Thomas More
University, and has been a certified public accountant since 1984. Mr. Hart
devotes approximately 66% of his time to our business and operations.
On August 30, 2022, the Company appointed Travis Jackson, Chief Executive
Officer of MediXall Group, Inc., Mr. Jackson is currently a member of the Board
of Directors of the Company. Mr. Jackson will work under his existing employment
agreement which call for $205,000 annual base salary and 1,000,000 shares of
MediXall Group, Inc. common stock. Mr. Jackson was most recently the VP of
Strategy & Business Development for Beacon Health Options from (June 2018-August
2021), one of the largest behavioral health organizations in the country. Beacon
serves more than 40 million individuals across all 50 states, including nearly 3
million individuals under comprehensive risk-based behavioral programs. During
his tenure as VP, he led sales, strategy and business development for the
company in the West and Midwest US, with his sales efforts directed towards
commercial health insurance plans, state and county Medicaid plans and large
Third Party Administrators. While at Beacon, the Company was acquired by Anthem
in 2020 and currently resides as a wholly owned subsidiary in Anthem's
Diversified Business Group. Prior to Beacon, Mr. Jackson was Executive VP of
Sales for Linkwell Health from (August 2017- June 2018), where he was
responsible for national sales and marketing activities for the company, with
these efforts directed towards health insurance plans, hospital systems and
health services companies. Mr. Jackson also has had success in his career
building new businesses. He was a founder of both Ascendant Behavioral Health
and Highland Springs Specialty Clinics, a series of outpatient behavioral health
clinics. Mr. Jackson was responsible for clinic set up including locations,
billing, hiring and staffing, IT set up and clinic processes. Prior to that, Mr.
Jackson was Founding Partner & Executive Vice President of Sales of My ePHIT
from (2000-2006), where he created a multimillion-dollar company from an initial
idea, through fundraising, production, active sales and service and renewal
phases. During his time, he participated in the Executive Leadership Team of the
company creating, reviewing and approving all strategy and operations, and was
one of the key decision makers in the sale of the company. At time of sale, My
ePHIT had achieved over 23 million paid members.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements.
Forward-looking statements are based on management's current expectations and
are subject to risks and uncertainties, many of which are beyond the Company's
control, that may cause actual results or events to differ materially from those
projected. These risks and uncertainties include risks described in the section
entitled "Risk Factors" and elsewhere in the Company's Annual Report on Form
10-K filed with the SEC on April 19, 2022 and filings with the SEC, including,
without limitation, its reports on Forms 8-K and 10-Q, and the S-1 registration
filed with the SEC on November 5, 2019, all of which can be obtained on the SEC
website at www.sec.gov. Readers are cautioned not to place undue reliance on the
forward-looking statements, which speak only as of the date on which they are
made and reflect management's current estimates, projections, expectations and
beliefs. The Company expressly disclaims any obligation or undertaking to
release publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in its expectations or any changes in
events, conditions or circumstances on which any such statement is based, except
as required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
104 Cover Page Interactive Data File (the cover page XBRL tags are
embedded within the inline XBRL document)© Edgar Online, source Glimpses
MEDIXALL GROUP, INC. 