8-K
PETMED EXPRESS INC (PETS)
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 10, 2022
| PetMed Express, Inc.<br> (Exact name of registrant as specified in its charter) | ||
|---|---|---|
| Florida | 000-28827 | 65-0680967 |
| --- | --- | --- |
| (State or other jurisdiction<br> of incorporation) | (Commission<br> File Number) | (I.R.S. Employer<br> Identification No.) |
| 420 South Congress Avenue Delray Beach, FL 33445 | ||
| --- | ||
| (Address of principal executive offices) (Zip Code) | ||
| (561) 526-4444 | ||
| --- | ||
| (Registrant’s telephone number, including area code) | ||
| 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 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, par value $.001 per share | PETS | NASDAQ Global Select Market |
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 7.01. Regulation FD Disclosure.
On January 10, 2022, PetMed Express, Inc. issued a press release disclosing the appointment of three new key executives. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 7.01 and the information contained in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference in any Company filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
|---|---|
| 99.1 – Press release dated January 10, 2022. | |
| 104 – Cover Page Interactive Data File (formatted as Inline XBRL). |
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | Press release dated January 10, 2022. |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL). |
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: January 11, 2022
| PETMED EXPRESS, INC. | |
|---|---|
| By: | /s/ Bruce S. Rosenbloom |
| Name: | Bruce S. Rosenbloom |
| Title: | Chief Financial Officer |
2
ex_322911.htm
| Exhibit 99.1 |
|---|
| PetMeds®Appoints Three New Key Executives<br><br> <br><br><br> <br>Strategic hires will be instrumental to the company’s digital transformation and future growth. |
| DELRAY BEACH, Florida, January 10, 2022. — PetMed Express, Inc. (NASDAQ: PETS), America's Most Trusted Pet Pharmacy®, today announced the addition of three new executives to the company. These key hires are an integral part of PetMeds® digital transformation, with each new leader providing a unique skill set to help accelerate growth in the Company’s e-commerce business.<br><br> <br><br><br> <br>“PetMeds is undergoing a rapid transformation into a growth company, and we are excited to have had the opportunity to hand-pick three unicorns in their respective fields,” said Matt Hulett, CEO and President at PetMeds. “These new team members have extensive turnaround and scale experience, which will be integral to the future of PetMeds as the digital leader in pet health. With their skills, we can better serve the millions of pet parents we assist today — and the millions more we look to serve.”<br><br> <br><br><br> <br>PetMeds’ newest executive hires:<br><br> <br><br><br> <br>Mark Moseley, Chief Technology and Information Officer<br><br> <br>Mark joins PetMeds after a successful career at language-learning leader Rosetta Stone, where he spent 17 years driving every aspect of the company’s technology and operations. His exceptional efforts in IT, scale product development, infrastructure, and operations enabled the company to turn around its legacy business, which helped with two successful monetization events for investors.<br><br> <br><br><br> <br>Dan Pingree, Chief Marketing Officer<br><br> <br>Dan has a diverse set of digital retailing experiences, including seven years as the Chief Marketing Officer at Moosejaw Mountaineering. Dan was part of the team that successfully sold Moosejaw to Walmart. In addition, he has direct-to-consumer pharmaceutical experience at a public company as a former executive at Drugstore.com.<br><br> <br><br><br> <br>Jacqueline Smith, Vice President of People<br><br> <br>Jacqueline was previously Vice President of HR at Anju Software, leading the company’s global human resources operations. An accomplished and effective executive, she has more than 20 years of experience in change management and business transformation. She has already begun a critical review and revamp of PetMeds’ HR tools and best practices.<br><br> <br><br><br> <br>ABOUT PETMEDS<br><br> <br><br><br> <br>Founded in 1996, PetMed Express is America’s Most Trusted Pet Pharmacy®, delivering prescription and non-prescription pet medications and other health products for dogs, cats, and horses direct to the consumer at competitive prices through its website at petmeds.com and also through its 1-800-PetMeds toll free number.<br><br> <br><br><br> <br>This press release may contain “forward-looking” statements, as defined in the Private Securities Litigation Reform Act of 1995 or by the Securities and Exchange Commission, that involve a number of risks and uncertainties, including the Company’s ability to meet the objectives included in its business plan. Important factors that could cause results to differ materially from those indicated by such “forward-looking” statements are set forth in Management’s Discussion and Analysis of Financial Condition and Results of Operations in the PetMed Express Annual Report on Form 10-K for the year ended March 31, 2021. The Company’s future results may also be impacted by other risk factors listed from time to time in its SEC filings, including, but not limited to, the Company's Form 10-Q and its Annual Report on Form 10-K.<br><br> <br><br><br> <br>For investment relations contact PetMed Express, Inc., Bruce S. Rosenbloom, CFO, 561-526-4444, investor@petmeds.com<br><br> <br><br><br> <br>For media relations contact Butin PR, Mary Eva Tredway, maryeva@butinpr.com.<br><br> <br><br><br> <br>###<br><br> <br><br><br> <br>Exhibit 99.1 Page 1 of 1 |