Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On June 2, 2020, Twitter, Inc. (the "Company") announced that Patrick Pichette
has been appointed as Chair of the Company's board of directors (the "Board").
Mr. Pichette, who has served as the Company's lead independent director since
December 31, 2018, will serve as an independent Board Chair. In connection with
the appointment, Omid Kordestani has stepped down as Executive Chairman of the
Company on June 1, 2020 and will remain on the Board as a non-employee director.
Mr. Pichette said in a statement, "Given the strength and depth of Twitter's
management team and Board, we believe that now is the right time to evolve our
governance structure in-line with best practices. Omid has been a valued member
of our executive management and brought important leadership and stability to
the team over the past five years. We are pleased to demonstrate our commitment
to good governance and be in the position to make this important change. We look
forward to continuing to benefit from Omid's expertise on the Board."
Mr. Kordestani said in a statement, "It has been my great pleasure to work
alongside Twitter's management team and help advance its mission over the past
five years. I have seen firsthand the significant changes Twitter has undertaken
to strengthen and stabilize its leadership structure to achieve long-term
sustainable growth and feel confident that I can now step back from my active
role as executive chair. Patrick has been an important, independent voice in the
boardroom and is the right person to assume this new role as independent chair.
I look forward to continuing my work as a member of the Board."
Mr. Kordestani will receive compensation in accordance with the programs
applicable to non-employee directors as described in the Company's definitive
proxy statement filed with the Securities and Exchange Commission on April 15,
2020.
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