Current Report Filing (8-k)
13 Aprile 2015 - 5:19PM
Edgar (US Regulatory)
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):
April 13, 2015
LIMELIGHT NETWORKS, INC.
(Exact name of Registrant as specified in its charter)
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Delaware | | 001-33508 | | 20-1677033 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
222 South Mill Avenue, 8th Floor
Tempe, AZ 85281
(Address, including zip code, of principal executive offices)
(602) 850-5000
(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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Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) Fred Harman expressed his intent to the Board of Directors (the “Board”) of Limelight Networks, Inc. (the "Company") not to stand for re-election as a Class II director of the Company at the 2015 Annual Meeting of Stockholders, scheduled to be held June 4, 2015 (the “Annual Meeting”). Mr. Harman’s decision to not stand for re-election as a director of the Company is not the result of any disagreements with the Company relating to its operations, policies, or practices.
(d) On April 13, 2015, the Company announced the appointment of Mark Midle to the Company’s Board, effective June 1, 2015, to fill the impending vacancy, and to serve until his successor is duly elected and qualified. Mr. Midle will serve as a Class II director of the Company and will be presented to the shareholders for election to the Board at the upcoming Annual Meeting. To facilitate the appointment of Mr. Midle as a Class II director of the Company, the Board has determined that from June 1, 2015 until the date of the Annual Meeting, the eight members of the Board shall consist of two Class I directors, three Class II directors, and two Class III directors. Pursuant to the bylaws of the Company, the Board unanimously approved a reduction in the size of the Board from eight seats to seven seats, effective as of the Annual Meeting, consisting of seven members, and that the seven members of the Board shall consist of two Class I directors, two Class II directors, and three Class III directors.
On April 13, 2015, the Company issued a press release regarding Mr. Midle’s appointment to the Company’s Board. The press release is filed with this report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
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Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
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Exhibit No. | | Description |
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99.1 | | Press release of Limelight Networks, Inc., dated April 13, 2015 (furnished herewith). |
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.
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| | | | LIMELIGHT NETWORKS, INC. |
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Dated: April 13, 2015 | | | | By: | | /s/ James R. Todd |
| | | | | | James R. Todd Assistant General Counsel & Assistant Secretary |
EXHIBIT INDEX
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Exhibit Number | | Description |
99.1 | | Press release of Limelight Networks, Inc., dated April 13, 2015 (furnished herewith). |
Limelight Announces Changes to Board of Directors
Executive Brings Experience with Growth Stage Technology Companies
TEMPE, Ariz. April 13, 2015 - Limelight Networks (NASDAQ:LLNW), a global leader in digital content delivery, today announced that, effective June 1, 2015, Mark Midle will join its board of directors.
“Mark’s business and technology knowledge as well as his experience with growth stage, technology-driven companies will make him a great addition to our board,” said Robert Lento, CEO of Limelight. “We look forward to working with him as we further Limelight’s growth.”
Mr. Midle is a Vice President in Goldman, Sachs & Co.'s Merchant Banking Division, where he oversees investments in growth stage, technology-driven companies. Before joining Goldman Sachs, Mr. Midle spent over a decade investing in technology and technology-enabled services companies while at firms including Bain Capital and The Blackstone Group. Previously, Mr. Midle was a consultant at McKinsey & Co., and he began his career in Morgan Stanley & Co.'s Investment Banking Division. Mr. Midle has a B.A. from the University of North Carolina and an M.B.A. from The Wharton School at the University of Pennsylvania.
“Limelight has established itself as a leader in the digital content delivery space. I am looking forward to joining the board in June and working with the executive team to drive the company to continued success in this very dynamic industry,” said Mr. Midle.
Mr. Midle will fill the vacancy created by the impending departure of Fred Harman, who expressed his intent not to stand for re-election as a Class II director of the Company at the 2015 Annual Meeting of Stockholders. Mr. Harman’s decision to not stand for re-election as a director of the Company is driven by personal reasons and is not the result of any disagreements with the Company relating to its operations, policies, or practices.
About Limelight
Limelight Networks (NASDAQ: LLNW), a global leader in digital content delivery, empowers customers to better engage online audiences by enabling them to securely manage and globally deliver digital content, on any device. The company’s award winning Limelight Orchestrate™ platform includes an integrated suite of content delivery technology and services that helps organizations secure digital content, deliver exceptional multi-screen experiences, improve brand awareness, drive revenue, and enhance customer relationships — all while reducing costs. For more information, please visit www.limelight.com, read our blog, follow us on Twitter , Facebook and LinkedIn and be sure to visit Limelight Connect.
Press Contact:
fama PR on behalf of Limelight Networks
Ted Weismann, 617-986-5009
limelight@famapr.com
Investor Inquiries: ir@llnw.com
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