Item 2.02 Results of Operations and Financial Condition.
On July 27, 2022, Informatica Inc. (the "Company") issued a press release
reporting its results for the second quarter ended June 30, 2022. A copy of the
press release issued by the Company concerning the foregoing results is
furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Appointment of Director.
On July 25, 2022, the Board of Directors (the "Board") of Informatica Inc.
appointed Cesare Ruggiero as a director of the Company, effective immediately.
Mr. Ruggiero will serve as a Class III director, with a term expiring at the
annual meeting of stockholders to be held in 2024, and as a member of the
Nominating and Corporate Governance committee of the Board.
Mr. Ruggiero was nominated to the Board by Canada Pension Plan Investment Board
("CPPIB") in accordance with that certain Amended & Restated Stockholders
Agreement, dated as of October 26, 2021, by and among Informatica Inc. and the
stockholders named therein ("Stockholder Agreement"), which Stockholder
Agreement is filed as Exhibit 10.12 to the Company's Quarterly Report on Form
10-Q, filed with the Securities and Exchange Commission (the "SEC") on December
9, 2021, and which is described under the caption "Stockholder Agreement" in the
Company's Definitive Proxy Statement on Schedule 14A, filed with the SEC on
April 26, 2022 (the "2022 Proxy") and is incorporated herein by reference.
Mr. Ruggiero will be a non-compensated director as set forth in the Company's
Outsider Director Compensation Policy, which is described under the caption
"Director Compensation" in the 2022 Proxy.
Except as previously disclosed with respect to CPPIB and its affiliated entities
under the caption "Certain Relationships and Related Party Transactions" in the
2022 Proxy, which is incorporated herein by reference, there are no transactions
between Mr. Ruggiero and the Company that would be reportable under Item 404(a)
of Regulation S-K under the Securities Exchange Act of 1934, as amended (the
"Exchange Act"). Mr. Ruggiero has not previously held any positions with the
Company and has no family relations with any directors or executive officers of
the Company.
Item 7.01 - Regulation FD Disclosure
On July 27, 2022, the Company posted supplemental investor materials on its
investors.informatica.com website. The Company intends to use its
investors.informatica.com website as a means of disclosing material non-public
information and for complying with its disclosure obligations under Regulation
FD.
The information in this current report on Form 8-K and the exhibit attached
hereto shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
that section, nor shall it be deemed 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.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Press Release dated July 27, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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