UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
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Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 9, 2021, the Board of Directors (the “Board”) of Apple Inc. appointed Mr. Alex Gorsky to Apple’s Board. Mr. Gorsky will serve on the Nominating and Corporate Governance Committee of the Board.
As a non-employee director, Mr. Gorsky will receive a $100,000 annual retainer for his service on the Board, paid in quarterly installments, and participate in the Apple Inc. Non-Employee Director Stock Plan (the “Non-Employee Director Plan”). Upon his appointment, Mr. Gorsky received an automatic initial grant of 486 restricted stock units under the Non-Employee Director Plan. In connection with his appointment, Apple and Mr. Gorsky will enter into Apple’s standard indemnification agreement for directors.
There are no transactions between Apple and Mr. Gorsky that would be required to be reported under Item 404(a) of Regulation S-K.
Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On November 9, 2021, the Board adopted an amendment, effective as of the same date, to Apple’s Amended and Restated Bylaws (as so amended, the “Bylaws”) to increase the size of the Board to nine (9) members. Prior to this amendment, the Bylaws provided for eight (8) directors.
The foregoing description is qualified in its entirety by reference to the full text of the Bylaws, a copy of which is attached hereto as Exhibit 3.2 and is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits. |
Exhibit Number |
Exhibit Description | |
3.2 | Amended and Restated Bylaws of Apple Inc., effective as of November 9, 2021. | |
104 | Inline XBRL for the cover page of this Current Report on Form 8-K. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: November 12, 2021 |
Apple Inc. | |||||
By: |
/s/ Katherine Adams | |||||
Katherine Adams | ||||||
Senior Vice President, General Counsel and Secretary |