Item 8.01 Other Events.
On February 26, 2021, the United States District Court for the District of
Delaware (the "Court") issued an order (the "Preliminary Order") providing for
preliminary approval of the proposed settlement of the claims asserted nominally
on behalf of Impinj, Inc. (the "Company") against the individual defendants
named in the previously disclosed stockholder derivative action entitled In re
Impinj, Inc. Derivative Litigation (C.A. No. 18-cv-01686-RGA) pending before the
Court in accordance with the Stipulation of Settlement, dated July 10, 2020 (the
"Stipulation of Settlement"). The Stipulation of Settlement calls for the
Company to adopt certain governance changes and for the Company's insurer to pay
plaintiff's counsel up to $900,000 in attorneys' fees. The Preliminary Order set
a final settlement approval hearing for May 11, 2021.
As required by the Preliminary Order, the Company issued a press release
providing notice of the Preliminary Order and Stipulated of Settlement, a copy
of which is attached as Exhibit 99.1, and is filing the Stipulation of
Settlement and the Notice of Proposed Settlement of Derivative Action (the
"Notice") with this Current Report on Form 8-K, copies of which are attached
hereto as Exhibits 99.2 and 99.3, respectively, and incorporated herein by
reference.
On March 8, 2021, the Company also posted a copy of the Notice and the
Stipulation of Settlement to the Investor Relations section of the Company's
website, can be found at
http://investor.impinj.com/resources/Derivative-Litigation.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit Description
99.1 Press release dated March 8, 2021.
99.2 Stipulation of Settlement, dated July 10, 2020.
99.3 Notice of Proposed Settlement of Derivative Action.
104 Inline XBRL for the cover page of this Current Report on Form 8-K.
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