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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):
March 7, 2024
Mobileye Global Inc.
(Exact name of registrant
as specified in its charter)
Delaware |
|
001-41541 |
|
88-0666433 |
(State
or Other Jurisdiction of
Incorporation or Organization) |
|
(Commission File Number) |
|
(IRS Employer Identification
Number) |
c/o Mobileye B.V.
Har Hotzvim, Shlomo
Momo HaLevi Street 1
Jerusalem
9777015, Israel
(Address of principal executive offices and zip
code)
+972-2-541-7333
(Registrant’s telephone number, including
area code)
Former name or former address, if changed since
last report: N/A
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:
| ¨ | 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 |
Name
of each exchange on which
registered |
Common Stock ($0.001 Par Value) |
MBLY |
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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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
(b)
On March 2, 2024, Governor Jon M. Huntsman
Jr. informed Mobileye Global Inc. (the “Company”) of his resignation from the Company’s board of directors (the “Board”),
effective April 15, 2024. Gov. Huntsman’s decision to resign from the Board was due to his other professional responsibilities
and was not due to any disagreement with the Company on any matter related to the Company’s operations, policies or practices.
Item 7.01 Regulation FD Disclosure.
A copy of the press release issued by the Company
on March 7, 2024, announcing the resignation of Mr. Huntsman from the Board is attached as Exhibit 99.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.
|
Mobileye Global Inc. |
|
|
|
|
|
Date: March 7, 2024 |
By: |
/s/ Professor Amnon Shashua |
|
|
Professor Amnon
Shashua |
|
|
President and Chief Executive Officer |
Exhibit 99.1
Mobileye Announces Change to its Board of Directors
JERUSALEM. March 7, 2024—Mobileye Global Inc. (Nasdaq:
MBLY) today announced that Jon M. Huntsman, Jr. has resigned from Mobileye’s Board of Directors effective as of April 15,
2024, to accept a new executive management position.
Gov. Huntsman has served on Mobileye’s board since October 2022
as an independent director and member of the nominating and corporate governance committee.
“I am deeply thankful for Gov. Huntsman’s counsel while
he served as a director of Mobileye during our new era as a publicly traded company,” said Professor Amnon Shashua, President and
CEO of Mobileye. “The governor was a strong proponent of our business strategy and technological roadmap, and I wish him all the
best for his next endeavors.”
“Jon has been a valuable member of the Board and we have appreciated
his experience and thoughtful insights on matters around the world,” said Pat P. Gelsinger, chair of Mobileye’s Board of Directors.
“On behalf of the Board, I would like to thank Jon for his service and commitment to Mobileye.”
“I have truly enjoyed my time on the board at Mobileye and would
have continued serving were it not for my new role,” said Gov. Huntsman. “I strongly believe in Mobileye’s vision to
improve road safety and the automotive industry globally through advanced technology.”
Upon Gov. Huntsman’s resignation, Mobileye will begin the process
of recruiting a new independent director to serve on its Board of Directors.
About Mobileye Global Inc.
Mobileye (Nasdaq: MBLY) leads the mobility revolution with its autonomous
driving and driver-assistance technologies, harnessing world-renowned expertise in computer vision, artificial intelligence, mapping,
and data analysis. Since its founding in 1999, Mobileye has pioneered such groundbreaking technologies as REM™ crowdsourced mapping,
True Redundancy™ sensing, and Responsibility Sensitive Safety (RSS). These technologies are driving the ADAS and AV fields towards
the future of mobility – enabling self-driving vehicles and mobility solutions, powering industry-leading advanced driver-assistance
systems and delivering valuable intelligence to optimize mobility infrastructure. To date, approximately 170 million vehicles worldwide
have been built with Mobileye technology inside. In 2022 Mobileye listed as an independent company separate from Intel (Nasdaq: INTC),
which retains majority ownership.
“Mobileye,” the Mobileye logo and Mobileye product names
are registered trademarks of Mobileye Global. All other marks are the property of their respective owners.
Forward-Looking Statements
This press release contains forward-looking statements. Statements
in this release that are not statements of historical fact are forward-looking statements and should be evaluated as such. These statements
often include words such as “anticipate,” “expect,” “suggests,” “plan,” “believe,”
“intend,” “estimates,” “targets,” “projects,” “should,” “could,”
“would,” “may,” “will,” “forecast,” or the negative of these terms, and other similar
expressions, although not all forward-looking statements contain these words. We base these forward-looking statements or projections
on our current expectations, plans and assumptions that we have made in light of our experience in the industry, as well as our perceptions
of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the circumstances
and at such time. You should understand that these statements are not guarantees of performance or results. The forward-looking statements
are subject to and involve risks, uncertainties and assumptions and you should not place undue reliance on these forward-looking statements.
Although we believe that these forward-looking statements are based on reasonable assumptions at the time they are made, you should be
aware that many factors could affect our actual financial results or results of operations and could cause actual results to differ materially
from those expressed in the forward-looking statements. Detailed information regarding these and other factors that could affect Mobileye’s
business and results is included in Mobileye’s SEC filings, including the company’s Annual Report on Form 10-K for fiscal
year 2023 and its Quarterly Reports on Form 10-Q, particularly in the sections entitled “Risk Factors.” Copies of these
filings may be obtained by visiting our Investor Relations website at ir.mobileye.com or the SEC’s website at www.sec.gov.
Dan Galves
Investor Relations
investors@mobileye.com
Source: Mobileye Global Inc.
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