Item 2.02 Results of Operations and Financial Condition.
On
The information contained in this Item 2.02 and in the accompanying Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Departure of Chief Executive Officer and Director OnJanuary 10, 2022 ,Manish Joneja resigned as Chief Executive Officer ("CEO") of the Company.Mr. Joneja also resigned onJanuary 10, 2022 from his position as a director of the Board of Directors of the Company (the "Board").Mr. Joneja has informed the Board of Directors of his desire to resign in order to remain closer to his family inSeattle . In connection withMr. Joneja's resignation, the Company has entered into a release agreement withMr. Joneja (the "Release Agreement"), to be effective as ofJanuary 10, 2022 , providing for a general release of claims against the Company and its officers and directors as well as certain other standard provisions in exchange for payment of severance benefits. In exchange for the Release Agreement and Advisor Agreement described below, the Company will payMr. Joneja 12 months of salary continuation payments totaling$525,000 , continuation of his health insurance benefits for up to 12 months and continuation of executive coaching services for up to 12 months. In addition,Mr. Joneja will be fully vested in an additional 1,624,183 stock option shares. The Company has also entered into an advisor agreement withMr. Joneja (the "Advisor Agreement"), to be effective as ofJanuary 10, 2022 , pursuant to whichMr. Joneja will provide certain ongoing advisory services to the Company untilMarch 31, 2022 . In exchange for services to be performed under the Advisor Agreement,Mr. Joneja will have untilJune 30, 2023 to exercise all of his vested stock option shares. The above description is a summary of the Release Agreement and the Advisor Agreement and does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the Release Agreement and the Advisor Agreement, which are filed as Exhibit 10.1 and Exhibit 10.2, respectively, with this Current Report on Form 8-K and are incorporated herein by reference.
Appointment of Chief Executive Officer
OnJanuary 10, 2022 , the Board appointedMatt Meeker as Chief Executive Officer of the Company.Mr. Meeker will also continue to serve as Executive Chairman of the Board.Mr. Meeker , age 48, is a co-founder ofBarkbox, Inc. and was the Chief Executive Officer ofBarkbox, Inc. from its formation inOctober 2011 untilSeptember 2020 .Mr. Meeker has served as director ofBarkbox, Inc. since its formation, served asBarkbox, Inc.'s Executive Chairman sinceSeptember 2020 , and served as a director and Executive Chairman of BARK since the consummation of the business combination ofBarkbox, Inc. withNorthern Star Acquisition Corp. inJune 2021 . Prior to joiningBarkbox, Inc. ,Mr. Meeker was Entrepreneur-in-Residence atDogPatch Labs , a startup incubator run byPolaris Ventures fromJanuary 2011 toApril 2012 . Prior to that,Mr. Meeker was an advisor atOpenSky fromSeptember 2009 toDecember 2010 . He co-founded Meetup, a network of local communities that meet offline about shared interests and passions, and worked there fromDecember 2001 throughDecember 2007 .Mr. Meeker also serves as a Venture Partner at Resolute VC.Mr. Meeker received hisB.S.B , Marketing, Finance from theUniversity of Minnesota -Carlson School . There are no family relationships betweenMr. Meeker and any of the Company's directors or executive officers and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. --------------------------------------------------------------------------------
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. Description 10.1 Release Agreement between the Company and Manish
Joneja dated
2022. 10.2 Advisory Agreement between the Company and
2022 (attached as Exhibit A to the Release Agreement) . 99.1 Press release dated as of January 10 , 202 2 104 Cover Page Interactive Data File (embedded within
the Inline XBRL document)
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