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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Command Center Inc | NASDAQ:CCNI | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 6.90 | 4.51 | 7.20 | 0 | 01:00:00 |
Filed by the Registrant
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Filed by a Party other than the Registrant
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Check the appropriate box:
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☒
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Preliminary Proxy Statement
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☐
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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☐
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Definitive Additional Materials
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☐
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Soliciting Material Pursuant to §240.14a-12
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COMMAND CENTER, INC.
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(Name of Registrant as Specified In Its Charter)
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EPHRAIM FIELDS
KEITH ROSENBLOOM
LAWRENCE F. HAGENBUCH
RANDALL BORT
SEAN GELSTON
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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-with copies to-
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|||
Phillip M. Goldberg
Foley & Lardner LLP 321 North Clark Street
Suite 2800
Chicago, IL 60654-5313
(312) 832-4549
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Peter D. Fetzer
Foley & Larder LLP 777 East Wisconsin Avenue
Suite 3800
Milwaukee, WI 53202-5306
(414) 297-5596
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Payment of Filing Fee (Check the appropriate box):
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No fee required.
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☐
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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☐
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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Price Performance (1)
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1 year
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2 years
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3 years
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Command Center
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(4.9)%
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(37.1)%
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(4.9)%
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Russell 2000 Index
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35.8 %
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17.1 %
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24.6 %
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Over/(underperformance)
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(40.7)%
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(54.2)%
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(29.5)%
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(1) Source: Factset.
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· |
Poor revenue growth including revenue growth of only 1% last quarter.
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· |
Limited new branch openings: branch count has increased by only 2 so far this year.
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High CFO turnover: the Company has had 3 different CFOs since August 2016.
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Last year, the Company was unable to file its Annual Report on Form 10-K or any of its quarterly reports on Form 10-Q within the required timetable and was forced to seek extensions.
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Several Board members own relatively few shares, especially considering how many years they have served on the Board, and in comparison to Mr. Fields’ stock ownership.
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Board members receive the same compensation regardless if the Company’s stock price performs well or not.
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If the current Board is re-elected, we estimate based on the current Board compensation plan that the six independent directors will earn total board compensation of approximately $250,000 next year which equates to approximately 32% of the Company’s net income for last year.
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1) |
We have identified four highly-qualified, independent directors with relevant business, financial and public company experience. We believe our nominees will bring fresh perspective into the boardroom. In addition, these nominees will receive compensation, as described below, that will incentivize them to maximize long-term shareholder value.
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2) |
Dramatically change the current Board compensation to reduce the cost and better align it with creating shareholder value. Our nominees believe the Company has not been run well and as a result, our nominees are confident they can have the Company take actions that are designed to create meaningful shareholder value. As a result, if all of our nominees are elected, our nominees will agree to a compensation plan that will significantly reduce total Board compensation expense and will closely align the nominees’ compensation with the performance of the Company’s stock price. Our nominees’ compensation plan includes:
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a. |
Reducing the current annual board cash retainer from $25,000 to $1
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b. |
Eliminating the current annual 20,000 share grant
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c. |
Receiving 70,000 stock options that are struck at 60c a share, which is a price 20% higher than the Company’s current stock price
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d. |
Receiving 90,000 restricted stock units that only vest if the Company’s stock price trades for five consecutive business days at a volume weighted average price of 70c, which is a price 40% higher than the Company’s current stock price
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3) |
Creating a task force consisting of select Board members, senior management and field employees to resolve critical operating issues we believe exist with the goal of improving morale and improving the Company’s operating efficiency and profitability. We believe that in order to increase long-term shareholder value, it is critical to seek and incorporate the input of employees at all levels within the organization.
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4) |
Reconstituting the Board’s Strategic Alternatives Review committee with directors from our slate of nominees who have extensive experience conducting such reviews and who are incentivized to maximize long-term shareholder value.
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Keith Rosenbloom: |
Mr. Keith Rosenbloom is the co-founder of Cruiser Capital Advisors, LLC, which acts as the investment advisor to pooled investment vehicles (the “
Cruiser Portfolios
”) on a discretionary basis. He has managed the Cruiser Portfolios since inception. Mr. Rosenbloom has over 25 years of investing experience with an emphasis on applying traditional value oriented private equity techniques to public and private special situations. Prior to founding Cruiser Capital, Mr. Rosenbloom co-founded and managed the CARE Capital Group, an investment company focused on investing in hedge funds and creating alternative investment opportunities, where he served as Portfolio Manager of the CARE Fund and CARE Market Neutral Fund. Prior to CARE Capital, Mr. Rosenbloom co-managed Comvest Venture Partners, a private equity and bridge loan fund, and served as Director of Merchant Banking for Commonwealth Associates. Mr. Rosenbloom acts as an advisor to two family offices on their alternative investment portfolios. Mr. Rosenbloom graduated cum laude from Yale University. Mr. Rosenbloom has extensive experience in corporate finance, mergers and acquisitions, and public market and private equity investing.
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Lawrence F. Hagenbuch: |
Mr. Lawrence Hagenbuch is currently the Chief Operating Officer and Chief Financial Officer for J. Hilburn, Inc., a custom clothier for men. Mr. Hagenbuch has been with J. Hilburn since May 2010. Mr. Hagenbuch served on the board of directors and the audit and compensation committees of the publicly traded Remy International from 2008 until 2015 when it was sold for $1.2 billion. He currently serves on the board of directors of the publicly traded Arotech Corp. Mr. Hagenbuch has served in senior management positions for Suntx Capital partners, Alix Partners, GE / GE capital, and American National Can. Mr. Hagenbuch began his professional career in the United States Navy. He served for four years as the Weapons Officer onboard USS Reuben James (FFG-57) in the Pacific Fleet. Mr. Hagenbuch earned an undergraduate in engineering degree from Vanderbilt University on a full Navy ROTC scholarship. He later earned an MBA from the Wharton School of the University of Pennsylvania. Mr. Hagenbuch currently serves as a founding board member of the veteran’s service charity, Soldiers Who Salsa. Mr. Hagenbuch has extensive experience in operations, marketing and strategic planning.
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Randall Bort: |
Mr. Randall Bort has served on the Board of Directors of Hostess Brands, Inc., a packaged food company, (formerly known as Gores Holdings, Inc.) and currently serves on the board of directors and is Chairman of the Audit Committee of Gores Holdings II, Inc., a global investment firm. Both of these entities are publicly traded companies. Mr. Bort is a Co-Founder of SandTree Holdings, LLC, a private investment firm. Previously, Mr. Bort was an investment banker at Drexel Burnham Lambert, BT Securities, Donaldson, Lufkin & Jenrette, Credit Suisse First Boston, The Mercanti Group and Imperial Capital. Mr. Bort has significant financial, transactional and capital markets experience across multiple industries and has worked both domestically and in Asia. Mr. Bort earned a B.A. in Economics and Mathematics from Claremont McKenna College and an M.B.A. in Finance and Entrepreneurial Management from The Wharton School of the University of Pennsylvania.
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Sean Gelston: |
Mr. Sean Gelston is a portfolio manager and chief operating officer at Victori Capital, an investment firm based in Stamford, CT, where he also manages a long/short equity fund. Previously he was a partner and co-portfolio manager at the Iroquois Energy Fund. He has also held analyst positions at Castleton Commodities International, Clarus Capital and the Dreyfus Corporation, and prior to his coming to Wall Street was employed as an engineer at Ford Motor Company. He holds a B.S. in Mechanical Engineering from the Massachusetts Institute of Technology, an M.S. in Mechanical Engineering from the University of Michigan and an M.B.A. from the University of Michigan. He has been a CFA charter holder since 2003.
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· |
“
FOR
” the election of our nominees to the Board, Messrs. Keith Rosenbloom, Lawrence F. Hagenbuch, Randall Bort and Sean Gelston.
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· |
“
FOR
” the ratification of the appointment of EKS&H LLLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2017.
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· |
“
AGAINST
” the compensation of the Company’s named executive officers, as disclosed in the Company’s proxy statement.
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· |
“
AGAINST
” any proposal by the Company to adjourn the meeting to allow the Company to solicit additional votes.
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Item
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Votes Required for Approval
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Abstentions
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Uninstructed Shares/Broker Non-Votes
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Election of Directors
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Plurality of votes cast
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Not counted
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Not counted
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Ratification of Independent Auditors
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Majority of votes cast
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Not counted
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Discretionary vote
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Advisory Vote on Executive Compensation
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Majority of votes cast
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Not counted
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Not counted
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Name
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Age
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Business Address
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Ephraim Fields
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51
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c/o Echo Lake Capital
501 Madison Avenue, Floor 12A
New York, NY 10022 |
Keith Rosenbloom
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49
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c/o Cruiser Capital
501 Madison Avenue, Floor 12A
New York, NY 10022 |
Lawrence F. Hagenbuch
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51
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4309 Larchmont Ave
Dallas, TX 75205
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Randall Bort
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53
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999 N. Sepulveda Blvd. #600
El Segundo, CA 90245
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Sean Gelston
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48
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2 Landmark Square
Suite 208
Stamford, CT 06901
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Name of Participant
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Ownership
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Percent of Class
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Amount
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Ephraim Fields
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Of Record
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*
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500
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Ephraim Fields
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Beneficially
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4.5%
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2,701,011
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Shares
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Date
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Bought/(Sold)
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Price Per Share
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11/28/2017
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70,600
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$ 0.49
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11/20/2017
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-59,908
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$ 0.50
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11/15/2017
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6,000
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$ 0.46
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11/14/2017
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27,800
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$ 0.43
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11/14/2017
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15,100
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$ 0.43
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11/13/2017
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4,400
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$ 0.46
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11/13/2017
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-25,000
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$ 0.50
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11/10/2017
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-10,000
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$ 0.43
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11/10/2017
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39,500
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$ 0.45
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11/3/2017
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14,500
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$ 0.45
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10/26/2017
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100,000
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$ 0.45
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10/24/2017
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-3,000
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$ 0.44
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10/23/2017
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-80,000
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$ 0.44
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10/23/2017
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-65,476
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$ 0.44
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10/11/2017
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57,000
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$ 0.44
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10/4/2017
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91,500
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$ 0.43
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10/2/2017
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-23,900
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$ 0.44
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Shares
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Date
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Bought/(Sold)
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Price Per Share
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9/27/2017
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30,310
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$ 0.42
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9/27/2017
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32,500
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$ 0.45
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9/26/2017
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15,000
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$ 0.41
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9/25/2017
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10,000
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$ 0.41
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9/22/2017
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20,000
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$ 0.40
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9/22/2017
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40,000
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$ 0.40
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9/12/2017
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95,372
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$ 0.37
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8/22/2017
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20,000
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$ 0.35
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8/22/2017
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10,000
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$ 0.35
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8/21/2017
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15,000
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$ 0.35
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8/18/2017
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3,000
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$ 0.35
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8/18/2017
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12,700
|
$ 0.35
|
||
8/16/2017
|
11,000
|
$ 0.34
|
||
8/16/2017
|
25,000
|
$ 0.34
|
||
8/15/2017
|
30,000
|
$ 0.36
|
||
8/15/2017
|
-39,820
|
$ 0.34
|
||
8/15/2017
|
-17,705
|
$ 0.35
|
||
8/15/2017
|
-12,000
|
$ 0.36
|
||
5/30/2017
|
-5,000
|
$ 0.35
|
||
5/17/2017
|
-48,403
|
$ 0.36
|
||
5/15/2017
|
-8,500
|
$ 0.37
|
||
5/15/2017
|
-18,100
|
$ 0.35
|
||
5/15/2017
|
-1,500
|
$ 0.36
|
||
5/4/2017
|
-10,600
|
$ 0.34
|
||
4/27/2017
|
-16,043
|
$ 0.35
|
||
4/25/2017
|
-51,000
|
$ 0.35
|
||
4/20/2017
|
-2,500
|
$ 0.35
|
||
4/20/2017
|
-22,500
|
$ 0.35
|
||
4/19/2017
|
-15,000
|
$ 0.37
|
||
4/19/2017
|
48,012
|
$ 0.36
|
||
4/11/2017
|
10,600
|
$ 0.33
|
||
4/4/2017
|
17,000
|
$ 0.34
|
||
4/4/2017
|
14,950
|
$ 0.32
|
||
4/3/2017
|
14,950
|
$ 0.32
|
||
4/3/2017
|
17,000
|
$ 0.34
|
||
4/3/2017
|
25,000
|
$ 0.33
|
||
4/3/2017
|
25,000
|
$ 0.33
|
||
4/3/2017
|
23,500
|
$ 0.35
|
||
3/31/2017
|
34,600
|
$ 0.35
|
Shares
|
||||
Date
|
Bought/(Sold)
|
Price Per Share
|
||
3/31/2017
|
20,000
|
$ 0.35
|
||
3/31/2017
|
35,000
|
$ 0.35
|
||
3/31/2017
|
20,000
|
$ 0.35
|
||
3/31/2017
|
20,000
|
$ 0.35
|
||
3/31/2017
|
25,000
|
$ 0.35
|
||
3/31/2017
|
19,900
|
$ 0.35
|
||
3/31/2017
|
100
|
$ 0.35
|
||
3/31/2017
|
20,000
|
$ 0.35
|
||
3/27/2017
|
11,600
|
$ 0.38
|
||
3/2/2017
|
1,507
|
$ 0.38
|
||
2/27/2017
|
20,000
|
$ 0.40
|
||
2/27/2017
|
9,000
|
$ 0.40
|
||
2/27/2017
|
9,000
|
$ 0.40
|
||
2/27/2017
|
20,000
|
$ 0.40
|
||
2/13/2017
|
15,000
|
$ 0.38
|
||
2/13/2017
|
15,000
|
$ 0.38
|
||
2/6/2017
|
30,000
|
$ 0.40
|
||
1/27/2017
|
-80,000
|
$ 0.41
|
||
1/27/2017
|
-24,300
|
$ 0.41
|
||
1/27/2017
|
-20,843
|
$ 0.41
|
||
1/27/2017
|
-11,000
|
$ 0.41
|
||
1/27/2017
|
-4,000
|
$ 0.42
|
||
1/18/2017
|
-25,000
|
$ 0.41
|
||
1/18/2017
|
-24,650
|
$ 0.41
|
||
1/18/2017
|
-1,002
|
$ 0.39
|
||
1/18/2017
|
-7,500
|
$ 0.41
|
||
1/3/2017
|
-100
|
$ 0.38
|
||
12/12/2016
|
-14,269
|
$ 0.36
|
||
12/12/2016
|
-20,000
|
$ 0.37
|
||
12/9/2016
|
-350
|
$ 0.40
|
||
12/6/2016
|
-28,391
|
$ 0.38
|
||
12/6/2016
|
-2,509
|
$ 0.38
|
||
12/2/2016
|
-46,000
|
$ 0.39
|
||
12/1/2016
|
-20,000
|
$ 0.39
|
||
12/1/2016
|
-30,000
|
$ 0.39
|
||
12/1/2016
|
-30,000
|
$ 0.38
|
||
12/1/2016
|
-28,525
|
$ 0.38
|
||
11/28/2016
|
25,000
|
$ 0.36
|
Shares
|
||||
Date
|
Bought/(Sold)
|
Price Per Share
|
||
11/28/2016
|
25,000
|
$ 0.36
|
||
11/28/2016
|
15,000
|
$ 0.36
|
||
11/28/2016
|
15,000
|
$ 0.36
|
||
10/13/2016
|
28,525
|
$ 0.36
|
||
10/13/2016
|
30,000
|
$ 0.36
|
||
10/13/2016
|
20,000
|
$ 0.36
|
||
9/30/2016
|
-12,400
|
$ 0.38
|
||
9/29/2016
|
-48,850
|
$ 0.38
|
||
9/28/2016
|
-4,600
|
$ 0.39
|
||
9/8/2016
|
3,000
|
$ 0.38
|
||
9/8/2016
|
1,500
|
$ 0.38
|
||
9/8/2016
|
7,000
|
$ 0.38
|
||
9/8/2016
|
23,000
|
$ 0.38
|
||
9/6/2016
|
15,000
|
$ 0.39
|
||
9/1/2016
|
-3,300
|
$ 0.40
|
||
9/1/2016
|
-18,300
|
$ 0.40
|
||
8/29/2016
|
-46,242
|
$ 0.44
|
||
7/19/2016
|
-20,000
|
$ 0.39
|
||
7/13/2016
|
-30,000
|
$ 0.43
|
||
7/11/2016
|
-2,259
|
$ 0.43
|
||
7/8/2016
|
-17,500
|
$ 0.41
|
||
7/8/2016
|
-29,979
|
$ 0.41
|
||
7/8/2016
|
-500
|
$ 0.40
|
||
7/8/2016
|
-2,000
|
$ 0.39
|
||
7/8/2016
|
-14,500
|
$ 0.40
|
||
7/8/2016
|
-50
|
$ 0.41
|
||
7/8/2016
|
-9,812
|
$ 0.41
|
||
7/8/2016
|
-2,500
|
$ 0.41
|
||
7/8/2016
|
-17,500
|
$ 0.41
|
||
7/8/2016
|
-10,000
|
$ 0.41
|
||
7/6/2016
|
-7,500
|
$ 0.39
|
||
7/6/2016
|
-3000
|
$ 0.37
|
||
7/6/2016
|
-2,500
|
$ 0.39
|
||
7/6/2016
|
-6,900
|
$ 0.40
|
||
7/6/2016
|
-22,200
|
$ 0.41
|
||
7/5/2016
|
-2,500
|
$ 0.42
|
||
7/5/2016
|
-2,500
|
$ 0.40
|
||
7/5/2016
|
-2,500
|
$ 0.40
|
Shares
|
||||
Date
|
Bought/(Sold)
|
Price Per Share
|
||
7/5/2016
|
-17,500
|
$ 0.41
|
||
7/5/2016
|
-15,000
|
$ 0.41
|
||
7/5/2016
|
-2,500
|
$ 0.41
|
||
7/5/2016
|
-11,300
|
$ 0.36
|
||
7/5/2016
|
-31,200
|
$ 0.42
|
||
7/5/2016
|
-5,000
|
$ 0.42
|
||
7/5/2016
|
-20,000
|
$ 0.41
|
||
7/1/2016
|
-29,500
|
$ 0.40
|
||
6/30/2016
|
-500
|
$ 0.40
|
||
6/29/2016
|
-388
|
$ 0.40
|
||
6/28/2016
|
-30,000
|
$ 0.40
|
||
6/27/2016
|
-21,700
|
$ 0.40
|
||
6/23/2016
|
-2,500
|
$ 0.40
|
||
6/7/2016
|
-25,000
|
$ 0.43
|
||
6/7/2016
|
-21,987
|
$ 0.42
|
||
6/6/2016
|
-2,712
|
$ 0.42
|
||
5/26/2016
|
-14,401
|
$ 0.40
|
||
5/26/2016
|
-7,000
|
$ 0.39
|
||
5/26/2016
|
-8,000
|
$ 0.36
|
||
5/17/2016
|
-1,000
|
$ 0.41
|
||
5/17/2016
|
-13,900
|
$ 0.41
|
||
5/12/2016
|
-9,500
|
$ 0.41
|
||
5/12/2016
|
-500
|
$ 0.41
|
||
5/12/2016
|
-20,000
|
$ 0.41
|
||
5/10/2016
|
20,000
|
$ 0.40
|
||
5/10/2016
|
-2,500
|
$ 0.42
|
||
5/9/2016
|
12,418
|
$ 0.45
|
||
5/9/2016
|
6,500
|
$ 0.46
|
||
5/9/2016
|
15,000
|
$ 0.45
|
||
5/9/2016
|
14,000
|
$ 0.45
|
||
4/11/2016
|
200,000
|
$ 0.36
|
||
4/11/2016
|
94,500
|
$ 0.36
|
||
4/11/2016
|
500
|
$ 0.36
|
||
4/11/2016
|
30,000
|
$ 0.36
|
||
4/11/2016
|
30,000
|
$ 0.36
|
||
4/11/2016
|
30,000
|
$ 0.36
|
||
4/7/2016
|
40,000
|
$ 0.36
|
||
4/7/2016
|
40,000
|
$ 0.35
|
Shares
|
||||
Date
|
Bought/(Sold)
|
Price Per Share
|
||
4/6/2016
|
300
|
$ 0.35
|
||
4/6/2016
|
25,000
|
$ 0.36
|
||
4/6/2016
|
5,000
|
$ 0.35
|
||
4/5/2016
|
4,000
|
$ 0.36
|
||
4/5/2016
|
40,000
|
$ 0.36
|
||
4/4/2016
|
40,000
|
$ 0.36
|
||
4/4/2016
|
2,500
|
$ 0.37
|
||
3/30/2016
|
11,500
|
$ 0.36
|
||
3/28/2016
|
20,000
|
$ 0.39
|
||
3/28/2016
|
15,000
|
$ 0.39
|
||
3/14/2016
|
16,000
|
$ 0.40
|
||
3/8/2016
|
200
|
$ 0.40
|
||
3/7/2016
|
362
|
$ 0.40
|
||
3/3/2016
|
40,000
|
$ 0.40
|
||
2/26/2016
|
70,000
|
$ 0.41
|
||
2/26/2016
|
10,000
|
$ 0.41
|
||
2/26/2016
|
100,000
|
$ 0.41
|
||
2/4/2016
|
1,000
|
$ 0.44
|
||
2/4/2016
|
10,000
|
$ 0.45
|
||
1/29/2016
|
7,000
|
$ 0.46
|
||
1/29/2016
|
2,700
|
$ 0.45
|
||
12/21/2015
|
200
|
$ 0.43
|
1. |
ELECTION OF DIRECTORS- To elect Messrs. Keith Rosenbloom, Lawrence F. Hagenbuch, Randall Bort and Sean Gelston:
|
2. |
RATIFICATION OF THE APPOINTMENT OF EKS&H LLLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR COMMAND CENTER FOR THE YEAR ENDING DECEMBER 31, 2017.
|
3. |
APPROVAL, ON AN ADVISORY BASIS, OF THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS.
|
4. |
APPROVAL OF ANY PROPOSAL BY THE COMPANY TO ADJOURN THE ANNUAL MEETING TO ALLOW THE COMPANY TO SOLICIT ADDITIONAL VOTES.
|
1. |
ELECTION OF DIRECTORS- To elect Messrs. Keith Rosenbloom, Lawrence F. Hagenbuch, Randall Bort and Sean Gelston:
|
2. |
RATIFICATION OF THE APPOINTMENT OF EKS&H LLLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR COMMAND CENTER FOR THE YEAR ENDING DECEMBER 31, 2017.
|
3. |
APPROVAL, ON AN ADVISORY BASIS, OF THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS.
|
4. |
APPROVAL OF ANY PROPOSAL BY THE COMPANY TO ADJOURN THE ANNUAL MEETING TO ALLOW THE COMPANY TO SOLICIT ADDITIONAL VOTES.
|
1 Year Command Center Chart |
1 Month Command Center Chart |
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