BGSF sells Professional Division to INSPYR Solutions for $99M; CEO resigns, interim Co-CEOs appointed

BGSF, INC.

Sale of Professional Division (BG F&A, BGSF Professional, foreign subs) to INSPYR Solutions for $99M cash, subject to working capital adjustments.
CEO Beth Garvey resigns effective July 1, 2025; Kelly Brown (Property Mgmt Pres.) and CFO Keith Schroeder appointed interim Co-CEOs.
Brown receives 50k restricted shares + 25k options; Garvey gets 12-month salary continuation, COBRA, accelerated vesting, and $300k if deal closes within 12 months.
Director Cynt Marshall resigns effective July 1, 2025; no disagreement cited.
Sale requires stockholder vote; BGSF pays $2.97M termination fee if it accepts a superior proposal.

item 1.01item 5.02item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Appointed (interim)

Keith Schroeder

interim Co-Chief Executive Officer

BGSF · BGSF, INC.

Effective: 2025-07-01
Filed: Jun 23, 2025 23:59 UTC

On June 13, 2025 , the Company’s Board of Directors appointed Kelly Brown, President of the Company’s Property Management Division, and Keith Schroeder, the Company’s current Chief Financial Officer and Secretary, to each act as interim Co-Chief Executive Officers effective as of July 1, 2025, and their focus will be on growing the Company’s Property Management Division and right sizing the Company and its subsidiaries.

Appointed (interim)

Kelly Brown

interim Co-Chief Executive Officer

BGSF · BGSF, INC.

Effective: 2025-07-01
Filed: Jun 23, 2025 23:59 UTC

On June 13, 2025 , the Company’s Board of Directors appointed Kelly Brown, President of the Company’s Property Management Division, and Keith Schroeder, the Company’s current Chief Financial Officer and Secretary, to each act as interim Co-Chief Executive Officers effective as of July 1, 2025, and their focus will be on growing the Company’s Property Management Division and right sizing the Company and its subsidiaries.

Departed

Beth Garvey

Chair, President and Chief Executive Officer

BGSF · BGSF, INC.

Effective: 2025-07-01
Successor: Kelly Brown, Keith Schroeder
Filed: Jun 23, 2025 23:59 UTC

On June 13, 2025, as a result of the transaction described above, Beth Garvey, the Company’s Chair, President and Chief Executive Officer, resigned from her director and officer positions within the Company and its subsidiaries effective as of July 1, 2025 to pursue other interests.

Source: SEC EDGAR

accession 0001474903-25-000076

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