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TSCM > SEC Filings for TSCM > Form 8-K on 28-Aug-2009All Recent SEC Filings

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Form 8-K for THESTREET COM


28-Aug-2009

Change in Directors or Principal Officers


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 24, 2009, Jeffrey Sonnenfeld resigned from the Board of Directors (the "Board") of the TheStreet.com, Inc. ("the Company") and on August 25, 2009, the Board elected Ronni Ballowe to serve as a director of the Company. Ms. Ballowe's election was recommended to the Board by the Board's Nominating and Corporate Governance Committee. Ms. Ballowe shall serve as a Class III director of the Company whose term will expire at the Company's annual meeting of stockholders in 2011. There are no arrangements or understandings between Ms. Ballowe and any other person pursuant to which Ms. Ballowe was selected as a director. There are no transactions involving Ms. Ballowe that would be required to be reported under Item 404(a) of Regulation S-K.

Also on August 25, 2009, the holders of the Company's Series B Preferred Stock (collectively, "TCV") notified the Company that TCV had appointed and elected Christopher Marshall to serve as a director of the Company. Mr. Marshall, a general partner of Technology Crossover Ventures, was elected by TCV pursuant to TCV's rights under Section 5(b) of the Certificate of Designation of Series B Preferred Stock of the Company. There are no transactions involving Mr. Marshall that would be required to be reported under Item 404(a) of Regulation S-K.

The Board determined that Ms. Ballowe and Mr. Marshall each is an "Independent Director" as defined in Nasdaq Listing Rule 5605(a)(2) and that therefore, the Company is in compliance with Nasdaq Rule 5605(b)(1) requiring that a majority of the Board be comprised of Independent Directors.

The Company's press release announcing these events is attached hereto as Exhibit 99.1.

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