UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 6, 2019
8x8, Inc.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | 001-38312 | 77-0142404 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
2125 O’Nel Drive
San Jose, CA
95131
(Address of principal executive offices) (Zip Code)
(408) 727-1885
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(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)) |
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. ☐
Securities Registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol |
Name of each exchange on which registered | ||
| COMMON STOCK, PAR VALUE $.001 PER SHARE | EGHT | New York Stock Exchange |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b)
Major General Guy L. Hecker, Jr. retired from the board of directors (the “Board”) of 8x8, Inc. (the “Company”) after more than 20 years of service to the Company, effective May 6, 2019. In connection with Mr. Hecker’s resignation, Mr. Hecker also stepped down as Lead Independent Director of the Board, as a member of the Audit and Compensation Committees, and as Chair of the Nominating and Governance Committee.
(d)
On May 6, 2019, the Board appointed Todd Ford to the Board of the Company, commencing June 1, 2019. Mr. Ford’s initial term will expire at the 2019 annual meeting of stockholders (the “2019 Annual Meeting”), concurrently with the terms of the other members of the Board. Effective with his appointment as director, Mr. Ford will also serve as Chair of the Audit Committee of the Board and as a member of the Compensation Committee of the Board.
In connection with his appointment to the Board, Mr. Ford will be granted two awards of restricted stock units (“RSUs”), in accordance with the Company’s non-employee director compensation policy. Under that policy, Mr. Ford, as a new non-employee director of the Board, will receive on June 1, 2019: (a) an RSU award with a value up to $175,000, prorated based on the amount of time left in his initial term, that will vest in full upon completion of his initial term of service at the 2019 Annual Meeting; and (b) an RSU award with a value of $100,000, vesting in two equal installments on the first and second anniversaries of the date of grant, subject to his continued service.
Mr. Ford is Chief Financial Officer of Coupa Software Incorporated (“Coupa”). During the fiscal year ended March 31, 2019, Coupa was a customer of the Company and paid the Company approximately $270,000 pursuant to a contract for services entered into between the Company and Coupa in 2017.
In connection with the appointment of Mr. Ford and retirement of Mr. Hecker, the Board made the following additional changes: appointed Dr. Jaswinder Pal (“J.P.”) Singh as Lead Independent Director and as a member of the Governance & Nominating and Compensation Committees, effective May 6, 2019; and appointed Monique Bonner as Chair of the Governance and Nominating Committee, effective May 6, 2019.
A copy of the Company’s press release announcing the appointment of Mr. Ford and the resignation of Mr. Hecker is filed as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number |
Description | |
| 99.1 | Press release dated May 8, 2019. | |
SIGNATURE
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: May 8, 2019
| 8X8, INC. | ||
| By: /s/ Steven Gatoff | ||
| Steven Gatoff | ||
| Chief Financial Officer | ||
Exhibit 99.1
8X8, INC. APPOINTS TODD FORD OF COUPA SOFTWARE
TO ITS BOARD OF DIRECTORS
SAN JOSE, CA – May 8, 2019 — 8x8, Inc. (NYSE: EGHT), a leading cloud provider of voice, video, chat and contact center solutions for over one million users worldwide, today announced that its Board of Directors has appointed Todd Ford, Chief Financial Officer at Coupa Software, as a new independent director, effective June 1, 2019.
Ford is Chief Financial Officer at Coupa Software (NASDAQ: COUP), a leader in Business Spend Management, where he oversees the company’s financial strategy and operations. Ford joined Coupa pre-IPO in 2015 and has a proven track record of developing and executing value creation strategies and SaaS business models that accelerate revenue growth and maximize shareholder return.
“8x8 has a unique opportunity to significantly expand its value serving multiple large and growing markets where cloud-based technologies are actively disrupting traditional software models,” said Todd Ford. “The Company has invested smartly in technology and has built a formidable single communications platform that is highly valued by enterprises that are moving to the cloud. 8x8’s compelling portfolio of voice, video, contact center and collaboration solutions is why Coupa switched to 8x8 voice and contact center services across its global operations footprint. I’ve always admired the 8x8 team’s transparency, execution and drive that has shaped their success to date and I look forward to supporting them to accelerate growth and increase shareholder value.”
“We are thrilled to attract some of the most distinguished and successful executives in the technology industry to help us capitalize on our technology platform and unique market position to deliver on our growth trajectory,” said Vik Verma, Chief Executive Officer at 8x8, Inc. “Todd has extensive financial and operational experience with deep expertise in scaling enterprise-focused SaaS companies, and we are very excited to have a leader of his caliber join our Board.”
Ford brings a strong financial and executive leadership acumen to the 8x8 Board of Directors. Prior to joining Coupa, Ford served as Chief Financial Officer of MobileIron, where he led the company through a successful IPO in 2014. Prior to that, he served as Chief Financial Officer and President of Rackable Systems Inc. (acquired by HPE) where he led the start-up from $20 million in revenue to more than $350 million in revenues as a publicly traded company. Ford also held various management and financial positions with several technology companies. He earned a B.S. in Accounting from Santa Clara University.
Beginning June 1, 2019, Ford will serve as Chairperson of the Audit Committee, succeeding Ian Potter who will remain as a member of the Audit Committee. Ford will also serve as a member of the Compensation Committee.
Additional Board Updates
In conjunction with Mr. Ford’s appointment, the Company announced that Major General Guy Hecker, Jr. has retired from the Board effective May 6, 2019. In connection with his retirement, General Hecker stepped down from several Board positions, including his duties as Lead Independent Director, and as a member of the Audit, Compensation, and Nominating & Governance Committees.
“I would like to thank Guy for his more than two decades of service and invaluable contributions to the company and to delivering shareholder returns. His leadership, guidance, and commitment to 8x8 have contributed greatly to our success. On behalf of the Board and management team, we wish Guy all the best in his retirement and we will miss him,” said Verma.
Also effective May 6, 2019, existing Board member Dr. Jaswinder Pal (“J.P.”) Singh has been appointed Lead Independent Director, a member of the Nominating and Governance Committee and a member of the Compensation Committee. Dr. Singh joined the Board in 2013 and he currently serves as a Professor of Computer Science at Princeton University and is co-Founder of CaaStle, an Internet technology company in the retail space.
In addition, existing director Monique Bonner has been appointed as Chairperson of the Nominating and Governance Committee, effective May 6, 2019. Ms. Bonner serves as the Executive Vice President and Chief Marketing Officer of Akamai (NASDAQ: AKAM) and joined the 8x8 Board in 2018.
About 8x8, Inc.
8x8, Inc. (NYSE: EGHT) cloud solutions help businesses transform their customer and employee experience. With one system of engagement for voice, video, collaboration and contact center and one system of intelligence on one technology platform, businesses can now communicate faster and smarter to exceed the speed of customer expectations. For additional information, visit www.8x8.com, or follow 8x8 on LinkedIn, Twitter, and Facebook.
Investor Relations:
Victoria Hyde-Dunn, 1-669-333-5200
victoria.hyde-dunn@8x8.com
Media:
John Sun, 1-408-692-7054
john.sun@8x8.com