Current Report Filing (8-k)
August 09 2021 - 8:01AM
Edgar (US Regulatory)
0001825480
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0001825480
2021-08-06
2021-08-06
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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):
August 6, 2021
Poshmark, Inc.
(Exact name of registrant as specified in its charter)
Delaware
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001-39848
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27-4827617
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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203 Redwood Shores Parkway, 8th Floor
Redwood City, California 94065
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including
area code: (650) 262-4771
N/A
(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:
☐ 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:
Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Class A Common Stock, $0.0001 par value per share
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POSH
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The Nasdaq Global Select Market
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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 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)
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Appointment of Director
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On August 6, 2021,
in accordance with its bylaws, the Board of Directors (the “Board”) of Poshmark, Inc. (the “Company”)
increased the size of the Board from seven to eight directors and appointed Ebony Beckwith to serve as a Class II director, effective
immediately. As a Class II director, Ms. Beckwith will serve for a term expiring at the Company’s 2023 Annual Meeting of Stockholders.
Ms. Beckwith is not expected to serve on any committees of the Board at this time.
There are no arrangements
or understandings between Ms. Beckwith and any other persons pursuant to which Ms. Beckwith was named a director of the Company.
Ms. Beckwith does not have any family relationship with any of the Company’s directors or executive officers or any persons
nominated or chosen by the Company to be a director or executive officer. Furthermore, Ms. Beckwith has no direct or indirect material
interest in any transaction or proposed transaction required to be reported under Section 404(a) of Regulation S-K.
Ms. Beckwith will receive
compensation for her service on the Board in accordance with the Company’s Non-Employee Director Compensation Policy, which is described
in the Company’s Annual Report on Form 10-K filed with the SEC on March 23, 2021. Additionally, Ms.
Beckwith will enter into a standard indemnification agreement with the Company in the form previously approved by the Board, which is
filed as Exhibit 10.1 to the Company’s Annual Report on Form 10-K filed with the SEC on March 23, 2021.
The press release announcing
the appointment of Ms. Beckwith to the Company’s Board of Directors is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 9, 2021
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POSHMARK, INC.
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By:
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/s/ Anan Kashyap
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Anan Kashyap
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Chief Financial Officer
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