CoverageForm 410-K10-Q8-K13D13G13F

TMGI Marquie Group, Inc. - 8-K

Filed Mar 26, 2026. See issuer overview · financials · original on SEC.gov ↗
Accession
0001683168-26-002229
5.029.01

Item 5.02 - Departure/Election of Directors or Certain Officers

917 words

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

On March 23, 2026, Jeff Foster resigned as the Chief
Executive Officer of Transglobal Management Group, Inc. (the “Company”) and was subsequently appointed as the Company’s
President. Mr. Foster will remain as the Company’s Chairman.

Also on March 23, 2026, Kelly Kirchhoff was appointed
as the Company’s Chief Executive Officer. Mr. Kirchhoff will remain a director of the Company.

Also, on March 23, 2026, Scott Carlston was appointed
as the Chief Financial Officer of the Company.

A summary of Mr. Foster, Mr. Kirchhoff and Mr. Carlston’s
background and experience is as follows:

Jeff Foster, age 69, President
and Chairman of the Board. Mr. Foster has more than 25 years of experience in entrepreneurial business development, operations,
and industry leadership across the automotive, telecommunications, hospitality, and golf sectors. Early in his career, Mr. Foster became
a licensed automobile wholesaler in the State of Florida and later founded and operated an independent cellular communications company
in Arizona during the expansion of mobile telecommunications in the 1980s. Mr. Foster has significant experience in the golf industry.
He is the founder of Arizona Fairways Magazine, which served as a regional golf publication and the Official Golf Guide of the Arizona
Golf Association. He also founded Arizona Golf and Travel, a business that developed marketing programs facilitating travel-related barter
arrangements between golf properties and advertisers. Mr. Foster served three terms as President of the Southwest Golf Media Association
from January 2016 to January 2018. In March 2007 Mr. Foster founded GETGOLF, a technology platform designed to facilitate tee-time access,
golf travel planning, and networking opportunities for golfers and course operators. He has served as Chief Executive Officer of GETGOLF
since its inception. On October 20, 2025, Mr. Foster was appointed Chairman of the Board and Chief Executive Officer of Transglobal Management
Group, Inc. Mr. Foster received an Associate Degree in Business from SCC in 1978. There are no family relationships between Mr. Foster
and any director or executive officer of the Company, and there are no arrangements or understandings pursuant to which he was selected
as a director. In addition, Mr. Foster has no direct or indirect material interest in any transaction requiring disclosure under Item
404(a) of Regulation S-K.

Kelly L. Kirchhoff, age
58, Chief Executive Officer and Director. is a business professional with over 36 years of experience spanning sales, marketing,
business management, and financial services. He began managing businesses in approximately July 1989 before transitioning into a career
as a Financial Consultant. Mr. Kirchhoff was associated with several financial services firms, including PaineWebber, UBS, and Stifel,
from approximately August 1996 to April 2010. During this period, his responsibilities included client advisory, portfolio management
and business development. During his tenure, Mr. Kirchhoff held licenses including Series 7,63,65. Mr. Kirchhoff has served as President
of JangIt Inc from June 2010 to the present and Digital Research Technology Inc. from April 2015 to the present. In these roles, his responsibilities
included overseeing strategic initiatives such as product development, capital raising and operational management. During his tenure,
these companies developed intellectual property, including a patent issued in March 2020, and conducted Phase I and Phase II product rollouts
in March 2012 and August 2021, and implemented technology initiatives, including artificial intelligence applications, in 2020. He also
participated in financing activities, including private placements and public offerings. Mr. Kirchhoff’s experience includes entrepreneurial
ventures, financial consulting, executive leadership, with a focus on capital markets, operations, and growth strategies. Mr. Kirchhoff
received an Associates Degree in Business Technology from Iowa Western in April 1988. There are no family relationships between Mr. Kirchhoff
and any director or executive officer of the Company, and there are no arrangements or understandings pursuant to which he was selected
as a director. In addition, Mr. Kirchhoff has no direct or indirect material interest in any transaction requiring disclosure under Item
404(a) of Regulation S-K.

Scott Carlston, age 54, Chief Financial Officer .
Mr. Carlston has over 30 years of experience in accounting and financial management. His background includes corporate finance, business
operations, capital formation, and consulting for both large and small organizations. Mr. Carlston has owned and operated businesses and
has provided financial consulting services across multiple industries. His experience includes participation in capital raising activities,
underwriting projects, and serving as a director of a nonprofit organization qualifying under Section 501(c)(3) of the Internal Revenue
Code. Since approximately January 2010, Mr. Carlston has served as Chief Financial Officer of Simple Products Corp., where he has overseen
financial operations and supported company growth initiatives. During his tenure, the company’s annual revenue increased from approximately
$3,000,000 to approximately $20,000,000 over a 3-year period. He also assisted in securing and expanding the company’s credit facilities
from approximately $2,500,000 to approximately $9,000,000. Mr. Carlston has been involved in acquisition and growth initiatives, including
financial analysis and transaction support. He has also worked with legal counsel in connection with securities offerings, including the
preparation of registration statements on Form S-1 and private placement memoranda. Mr. Carlston received a Bachelor of Science in Finance
from Utah State University in May 1996. There are no family relationships between Mr. Carlston and any director or executive officer of
the Company, and there are no arrangements or understandings pursuant to which he was selected as a director. In addition, Mr. Carlston
has no direct or indirect material interest in any transaction requiring disclosure under Item 404(a) of Regulation S-K.

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Item 9.01 - Financial Statements and Exhibits

29 words

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits .

99.1       Press Release dated March 26, 2026

104      Cover Page Interactive Data File (embedded within the Inline
XBRL document).

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