UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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 February 26, 2021, the board of directors (the “Board”) of Blucora, Inc. (the “Company”), upon the recommendation of the Nominating and Governance Committee of the Board, voted to increase the size of the Board from nine (9) members to ten (10) members and appointed Tina Perry to the Board to fill the resulting vacancy, effective February 27, 2021. The Board has determined that Ms. Perry meets the independence requirements of the U.S. Securities and Exchange Commission (the “SEC”) and the Nasdaq Stock Market. The Board appointed Ms. Perry to serve on the Nominating and Governance Committee of the Board, effective February 27, 2021.
For her service on the Board, Ms. Perry will receive compensation as a non-employee director in accordance with the Company’s Non-Employee Director Compensation Policy (the “Policy”), which was approved by the Compensation Committee of the Board and adopted by the Company effective as of May 23, 2019. A copy of the Policy was included as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 8, 2019 and is incorporated herein by reference.
There are no arrangements or understandings between Ms. Perry and any other persons pursuant to which she was selected to serve as a director of the Company. In addition, there are no transactions between the Company and Ms. Perry or her immediate family members requiring disclosure under Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933, as amended.
| Item 8.01 | Other Events. |
On March 1, 2021, the Company issued a press release announcing Ms. Perry’s appointment to the Board. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No | Description |
| 99.1 | Press release, issued on March 1, 2021. |
| 104.1 | Cover Page Interactive Data File (embedded within the Inline XBRL Document). |
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: March 1, 2021
| BLUCORA, INC. | ||
| By: |
/s/ Ann J. Bruder | |
| Ann J. Bruder | ||
| Chief Legal, Development and Administrative Officer and Secretary | ||