CIM Group, Inc. filed a Form 8-K on October 30, 2026, reporting the resignation of director Jason Schreiber and the appointment of three new Board members, all effective October 26, 2026, pursuant to a previously disclosed Contribution and Subscription Agreement.

Key Highlights

  • Schreiber resignation: Jason Schreiber, a Board member affiliated with CIM Group Holdings, LLC, resigned on October 26, 2026, in accordance with the Contribution and Subscription Agreement dated June 24, 2026.
  • Board expansion: The Board increased its size from five to seven members on October 26, 2026.
  • Three new directors: Avraham Shemesh, Shaul Kuba, and Alicia K. Harrison were each appointed to the Board effective October 26, 2026.
  • Independent director: Alicia K. Harrison, age 67, was designated by the CIM Contributor as a candidate satisfying the Company's independence standards.
  • No disagreement: According to the filing, Mr. Schreiber's resignation "was not due to any disagreement with the Company."
  • No separate director compensation: Messrs. Shemesh and Kuba, who also serve as Vice Presidents of the Company, will not be separately compensated for their Board service.

Board Restructuring at CIM Group Under June 2026 Agreement

CIM Group, Inc., a Maryland-incorporated company headquartered in Phoenix, Arizona, disclosed the Board changes in a Form 8-K filed under Item 5.02. The Company has no securities registered on a national exchange under Section 12(b) of the Act, as the cover page lists "None" for trading symbol and exchange. The restructuring follows the Contribution and Subscription Agreement entered into on June 24, 2026, among the Company, CIM Group Holdings, LLC (the "CIM Contributor"), and CIM Finance Holdings, LP, which required affiliated Board members other than Richard Ressler, the Company's Chief Executive Officer, President and Chairman, to resign and be replaced by specified individuals.

Alicia K. Harrison previously served as an independent director of the Company from June 2016 to February 2024, and then as an independent trustee of CIM Commercial Lending REIT from February 2024 until September 2026. She also serves on the board of directors and the audit and capital committees of Ryan Companies US, Inc., a national commercial real estate development, design and management company, since May 2012. The filing states her compensatory arrangement will be consistent with the Company's standard arrangements for non-employee directors, and she entered only the Company's standard indemnification agreement in connection with her appointment.

Shaul Kuba, age 63, and Avraham Shemesh are described in the filing as founders of CIM Group, LLC, which owns and controls the CIM Contributor. Both also serve as Vice Presidents of the Company. Mr. Kuba has served as a director and Chief Investment Officer of Creative Media and Community Trust Corporation (NASDAQ:CMCT) since March 2014 and November 2022, respectively. The filing notes that Messrs. Shemesh and Kuba may be deemed to beneficially own shares of common stock, special voting preferred stock, and limited partnership units held by the CIM Contributor, and refers readers to Note 7, Related-Party Transactions and Arrangements, in the Company's Form 10-Q for the quarter ended June 30, 2026, for further detail. All three newly appointed directors will serve until the Company's next annual meeting of stockholders.

What Was Disclosed

The filing reported the Board resignation of Jason Schreiber and the appointments of Avraham Shemesh, Shaul Kuba, and Alicia K. Harrison effective October 26, 2026, all pursuant to the terms of the Contribution and Subscription Agreement dated June 24, 2026.