UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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Item 2.02 Results of Operations and Financial Condition.
On December 15, 2021, IronNet, Inc. (the “Company”) issued a press release announcing its financial results for its third fiscal quarter ended October 31, 2021. A copy of this press release is furnished herewith as Exhibit 99.1 to this Current Report and is incorporated herein by reference.
In accordance with General Instruction B.2. of Form 8-K, the information in this Item 2.02, and Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, whether made before or after the date hereof, regardless of any incorporation language in such a filing, except as expressly set forth by specific reference in such a filing.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) Separation from the Company of Sean Foster as Chief Revenue Officer
On December 10, 2021, the Company and Sean Foster, the Company’s Chief Revenue Officer, mutually agreed that his employment with the Company would end on December 31, 2021. Mr. Foster will be compensated in accordance with his employment agreement, dated February 7, 2019 (the “Foster Employment Agreement”), as though such separation would constitute a termination other than for cause under the Foster Employment Agreement. The Foster Employment Agreement was previously filed by the Company as Exhibit 10.12 to Amendment No. 1 to the Registration Statement on Form S-1 (No. 333-259731), filed with the Securities and Exchange Commission on September 28, 2021.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number |
Exhibit Description | |
| 99.1 | Press Release issued by IronNet, Inc. on December 15, 2021. | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are 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.
| IRONNET, INC. | ||||
| By: | /s/ James C. Gerber | |||
| Date: December 15, 2021 | James C. Gerber | |||
| Chief Financial Officer | ||||