0001193125-20-021328.txt : 20200131 0001193125-20-021328.hdr.sgml : 20200131 20200131161336 ACCESSION NUMBER: 0001193125-20-021328 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200129 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20200131 DATE AS OF CHANGE: 20200131 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AVALARA, INC. CENTRAL INDEX KEY: 0001348036 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 911995935 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38525 FILM NUMBER: 20565240 BUSINESS ADDRESS: STREET 1: 255 S. KING ST. STREET 2: SUITE 1800 CITY: SEATTLE STATE: WA ZIP: 98104 BUSINESS PHONE: (206) 826-4900 MAIL ADDRESS: STREET 1: 255 S. KING ST. STREET 2: SUITE 1800 CITY: SEATTLE STATE: WA ZIP: 98104 FORMER COMPANY: FORMER CONFORMED NAME: AVALARA INC DATE OF NAME CHANGE: 20051227 8-K 1 d750499d8k.htm 8-K 8-K

 

 

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): January 29, 2020

 

 

AVALARA, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Washington   001-38525   91-1995935

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

255 South King Street, Suite 1800

Seattle, WA

   98104
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: (206) 826-4900

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 (see General Instructions A.2. below):

 

☐

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

Common Stock, Par Value $0.0001 Per Share   AVLR   New York Stock Exchange

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.

On January 29, 2020, the Board of Directors (the “Board”) of Avalara, Inc. (the “Company”), appointed William Ingram, effective immediately, to serve as a Class II director until the Company’s 2020 annual meeting of stockholders or until his successor is duly elected and qualified. Mr. Ingram will continue to serve as the Company’s Chief Financial Officer (“CFO”) until his previously announced retirement, which will be effective March 31, 2020.

Mr. Ingram will not be compensated for his service as a Director until after his retirement as CFO is effective. Thereafter, Mr. Ingram’s compensation as a director will be consistent with that provided to all of the Company’s non-employee directors, the terms of which are described in the Company’s proxy statement filed with the U.S. Securities and Exchange Commission on April 29, 2019. Mr. Ingram’s employee stock options will continue to vest because his transition to a non-employee director will not constitute a termination of service under the Company’s 2018 Equity Incentive Plan. There is no arrangement or understanding between Mr. Ingram and any other person pursuant to which Mr. Ingram was appointed as a director and Mr. Ingram is not a participant in any related party transaction required to be reported pursuant to Item 404(a) of Regulation S-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 thereunto duly authorized.

 

    AVALARA, INC.
Date: January 31, 2020     By:  

/s/ Alesia L. Pinney

     

Alesia L. Pinney

Executive Vice President,

General Counsel, and Secretary