DMRC 8-K
Digimarc Corp (DMRC)
8-K
2026-08-12
For: 2026-08-12
View Original
Added on
August 13, 2026
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): August 12, 2026
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction
of incorporation)
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(Commission
File No.)
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(IRS Employer
Identification No.)
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(Address of principal executive offices) (Zip Code)
(503 ) 469-4800
(Registrant’s telephone number, including area code)
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 Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Trading Symbol
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Name of Each Exchange on Which Registered
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The
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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 August 12, 2026, Riley McCormack resigned from the Board of Directors (the “Board”) of Digimarc Corporation (the “Company”), effective immediately. Mr. McCormack’s resignation was made in accordance with the terms of that certain Subscription Agreement, dated as of September 29, 2020, by and between the predecessor of the Company and TCM Strategic Partners L.P.
On August 12, 2026, the Board elected Paul Carreiro, effective August 12, 2026, to fill the vacancy on the Board created by the resignation of Mr. McCormack. Mr. Carreiro will serve until the next annual meeting of the Company’s shareholders at which time the Board intends to nominate him for election by the Company’s shareholders.
As an executive officer of the Company, Mr. Carreiro will not serve on any committees of the Board, nor will he receive any additional compensation for service as a director of the Company. There is no arrangement or understanding between Mr. Carreiro and any other person pursuant to which Mr. Carreiro was selected to serve as a director of the Company. Mr. Carreiro has not had an interest in any transaction since the beginning of the Company’s last fiscal year, or any currently proposed transaction, that requires disclosure consistent with Item 404(a) of Regulation S-K.
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: August 12, 2026
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Digimarc Corporation
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By:
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/s/ Charles Beck
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Chief Financial Officer, Treasurer and Secretary
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