Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
Appointment of Director
The Board of Directors (the "Board") ofHireRight Holdings Corporation (the "Company") has appointedJames LaPlaine to serve as a member of the Board, effectiveDecember 13, 2021 . The Board designatedMr. LaPlaine as a Class II director with a term expiring at the 2024 annual meeting of stockholders or until his successor has been duly elected and qualified.Mr. LaPlaine will serve as a member of the Board'sPrivacy and Cybersecurity Committee .Mr. LaPlaine was most recently EVP and Chief Technology Officer ofRed Ventures, LLC , a portfolio of digital companies that use an online marketplace to connect consumers and brands from 2018 to 2021. Before joiningRed Ventures, LLC , he held various management and executive-level positions at AOL over a period of sixteen years including CIO & SVP, Technology Operations. While at AOL,Mr. LaPlaine also served as Executive Director atTechnology Business Management Council .Mr. LaPlaine is currently a Strategic Advisor toRed Ventures, LLC , and a Senior Advisor toBrighton Park Capital .Mr. LaPlaine holds a degree in Computer Science fromState University of New York atOswego . There are no arrangements or understandings betweenMr. LaPlaine and any other person pursuant to which he was selected as a director. There are also no family relationships betweenMr. LaPlaine and any director or executive officer of the Company, 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 promulgated under the Securities Exchange Act of 1934, as amended, nor are any such transactions currently proposed.Mr. LaPlaine will participate in the Company's non-employee director compensation program, pursuant to which he will receive cash compensation of$70,000 per year for service on the Board and$10,000 per year for service on thePrivacy and Cybersecurity Committee , and an initial equity award with a Dollar-denominated value of$68,750 for the period from his appointment to the date of the Company's 2022 annual meeting. The initial equity award (i) is made pursuant to the Company's 2021 Omnibus Incentive Plan; (ii) consists of Restricted Stock Units covering a number of shares determined by dividing the Dollar-denominated value of the award by the fair market value of a single share of the Company's common stock on the date of commencement ofMr. LaPlaine's service; and (iii) vests, subject to continued board service, the earlier ofMay 17, 2022 or the date of the Company's 2022 annual meeting, subject to accelerated vesting upon (but effective immediately prior to) the occurrence of a change in control of the Company. IfMr. LaPlaine ceases board service for any reason other than removal for cause before vesting in full of equity awards, then the restricted stock units comprising his award vest with respect to a pro-rata portion of the underlying shares (up to but not exceeding the number of unvested shares remaining subject to such award) determined based upon the period of board service. The Company has entered into its standard form of director indemnification agreement withMr. LaPlaine . Appointment of Chief Accounting Officer The Board has appointedLaurie Blanton , age 68, to serve as the Chief Accounting Officer of the Company, effectiveDecember 13, 2021 . In connection with her appointment,Ms. Blanton will serve as the Company's principal accounting officer.Ms. Blanton has served as the Company's Vice President and Global Controller sinceApril 2020 . Before joining the Company,Ms. Blanton was Senior Vice President of Accounting atFabFitFun, Inc. ("FabFitFun"), fromSeptember 2019 toMarch 2020 , and beforeFabFitFun she was the Vice President and Corporate Controller at Crocs, Inc. fromSeptember 2016 toSeptember 2019 .Ms. Blanton served as the Vice President and Global Corporate Controller atQuiksilver, Inc. ("Quiksilver"), fromFebruary 2014 toAugust 2016 . Prior to her tenure at Quiksilver, she held various leadership and finance positions at other public companies. She began her career in public accounting atArthur Young and Company (which merged with Ernst & Whinney in 1989 to createErnst & Young LLP ), from
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1984 to 1989.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. Exhibit Number Description Press Release of HireRight Holdings Corporation issued on December 99.1 14, 2021 Cover Page Interactive Data File (embedded within the Inline XBRL 104 document)
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