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
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) On January 25, 2022, Charles E. Gottdiener was appointed by the Board of Directors as a director of TransUnion, effective as of February 1, 2022, to fill a current vacancy on the Board. Mr. Gottdiener will serve as a Class I director for the balance of the term expiring at the 2022 annual meeting of stockholders and until the election and qualification of his successor. Mr. Gottdiener joined TransUnion in December 2021 as part of its acquisition of Neustar, Inc. (“Neustar”), where Mr. Gottdiener served as President and Chief of Executive Officer since 2018. Beginning on April 1, 2022, the date on which Mr. Gottdiener will no longer be a TransUnion employee, he will be compensated in accordance with TransUnion’s standard compensation policies and practices for the non-employee members of the Board. The Board has not yet determined Mr. Gottdiener’s committee assignments. There are no arrangements or understandings between Mr. Gottdiener and any other person pursuant to which Mr. Gottdiener was appointed as a director. Mr. Gottdiener is not a party to any transaction that would require disclosure under Item 404(a) of Regulation S-K.
Item 8.01 | Other Events. |
On January 25, 2022, the Board of Directors appointed Mr. Venkat Achanta as Executive Vice President, Chief Data & Analytics Officer of TransUnion, effective as of February 1, 2022. Mr. Achanta joined TransUnion in December 2021 as part of the Neustar acquisition.
A copy of the press release announcing Mr. Gottdiener’s and Mr. Achanta’s appointments is attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
Exhibit |
Description | |
Exhibit 99.1 | TransUnion Press Release dated January 27, 2022 | |
Exhibit 104 | Cover page Interactive Data File (embedded within the inline XBRL file). |
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: January 27, 2022
TRANSUNION | ||
By: | /s/ Todd M. Cello | |
Name: | Todd M. Cello | |
Title: | Executive Vice President, Chief Financial Officer |