8-K
NETGEAR, INC. (NTGR)
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 19, 2021
NETGEAR, INC.
(Exact name of Registrant as specified in its charter)
| Delaware | 000-50350 | 77-0419172 |
|---|---|---|
| (State or other jurisdiction<br><br><br>of incorporation) | (Commission File Number) | (I.R.S. Employer<br><br><br>Identification Number) |
350 East Plumeria Drive
San Jose CA 95134
(Address, including zip code, of principal executive offices)
(408) 907-8000
(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):
| ☐ | 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, $0.001 par value | NTGR | The Nasdaq Stock Market LLC |
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.
(d) On August 19, 2021, the Board of Directors (the "Board") of NETGEAR, Inc. ("NETGEAR") elected Shravan Goli to serve as a member of the Board, effective immediately. Mr. Goli was not named to any Board committees, but is expected to be named to Board committees at a future date.
Upon joining the Board, Mr. Goli received a grant of four thousand four hundred and forty seven (4,447) restricted stock units, which will vest on the date of NETGEAR’s 2022 Annual Meeting of Stockholders, subject to Mr. Goli continuing to serve as a member of the Board until such date. NETGEAR and Mr. Goli also entered into NETGEAR's standard Indemnification Agreement for directors.
On August 23, 2021, NETGEAR issued a press release announcing the appointment of Mr. Goli to the Board. The full text of the press release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release, Dated August 23, 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.
| Dated: August 23, 2021 |
|---|
| NETGEAR, INC. |
| By: /s/ Andrew W. Kim |
| Andrew W. Kim |
| Chief Legal Officer, Senior Vice President, Corporate Development and Secretary |
ntgr-ex991_6.htm
Exhibit 99.1
NEWS RELEASE
NETGEAR APPOINTS SHRAVAN GOLI TO BOARD OF DIRECTORS
San Jose, Calif. — August 23, 2021 — NETGEAR®, Inc. (NASDAQ: NTGR), the leading provider of award-winning connected products designed to simplify and improve people's lives, welcomes Shravan Goli to the company’s board of directors. With deep roots in the technology industry, Goli joins the board with executive experience in developing and growing brands such as Coursera, Dictionary.com, Yahoo! and Microsoft.
Goli is Coursera's chief product officer and head of Consumer Revenue. Before joining Coursera, he was at DHI Group Inc. where he initially served as president of Dice, a tech job marketplace, and successfully led the growth strategy and operations for Dice, Dice International, ClearanceJobs, and Slashdot Media. Before that, Goli served as president and chief executive officer of Dictionary.com where he sparked impressive growth through product innovation. Previously, Goli was GM for Social Media Business at Slide, Inc. and at Yahoo!, he served as GM for Yahoo! Video and as head of products for Yahoo! Finance. Earlier in his career, he was at Microsoft where he started out as an early member of the MSN.com team and led the launch of several MSN services and subsequently held roles in the home and entertainment division.
“We welcome the addition of Shravan Goli to the NETGEAR board of directors,” said Patrick Lo, chairman and chief executive officer of NETGEAR. “With more than 20 years of experience in growing and scaling SaaS and subscription-based companies and offerings, he will provide valuable insight as we continue to focus on delivering software and value-added services to complement our industry-leading hardware.”
About NETGEAR, Inc.
NETGEAR® (NASDAQ: NTGR) has pioneered advanced networking technologies for homes, businesses, and service providers around the world since 1996 and leads the industry with a broad range of award-winning products designed to simplify and improve people's lives. By enabling people to collaborate and connect to a world of information and entertainment, NETGEAR is dedicated to delivering innovative and advanced connected solutions ranging from mobile and cloud-based services for enhanced control and security, to smart networking products, video over Ethernet for Pro AV applications, easy-to-use WiFi solutions and performance gaming routers to enhance online game play. The company is headquartered out of San Jose, Calif. with offices located around the globe. More information is available from the NETGEAR Investor Page or by calling (408) 907-8000. Connect with NETGEAR: Twitter, Facebook, Instagram and the NETGEAR blog at NETGEAR.com.
Source: NETGEAR-G
U.S. Media Contact:
PressRelations@NETGEAR.com
NETGEAR@AccesstheAgency.com
Valerie Motis valerie.motis@netgear.com 760-522-8930
U.S. Sales Inquiries: (408) 907-8000, sales@netgear.com