Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

On January 12, 2021, Allan Silber resigned as a Class II director and as the Chairman of the Board of Directors (the "Board") of Heritage Global Inc. (the "Company"), effective as of the conclusion of the next meeting of the Board, expected to occur on March 4, 2021. Mr. Silber's decision to resign was not the result of any disagreement between Mr. Silber and the Company, its management, the Board or any committee thereof, on any matter relating to the Company's operations, policies or practices. Long-time director Samuel L. Shimer was elected by the Board to serve as Chairman upon Mr. Silber's resignation.

Item 7.01 Regulation FD Disclosure.

On January 19, 2021, the Company issued a press release announcing the changes to the Board discussed in Item 5.02 of this Current Report on Form 8-K. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits




No.    Description

99.1     Press Release, dated January 19, 2021.

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