Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 16, 2021, Momentive Global Inc. (formerly SVMK Inc.) (the "Company")
announced that Justin Coulombe would be appointed as Chief Financial Officer of
the Company effective June 28, 2021, replacing Zander Lurie, the Company's Chief
Executive Officer, who had also been serving as Chief Financial Officer on an
interim basis.
Mr. Coulombe, age 37, joined the company in 2019 as Vice President of Finance
and was promoted to Senior Vice President in early 2021 based on his success in
building and leading the Company's strategic planning and analysis function.
From 2016 to 2019, he held various finance leadership roles at Box, Inc., a
cloud content management company, and from 2012 to 2016 he held financial
planning and analysis, strategy, and corporate development leadership positions
at Autodesk, Inc., a design software and services company. Prior to that, he
spent five years in technology and investment banking, focusing on the software
and SaaS industries. He began his career in public accounting at KPMG. Mr.
Coulombe is a CFA charterholder, and holds an MBA from the University of
California, Berkeley and a B.S. in Finance and Accounting from the University of
Maryland, College Park.
In connection with Mr. Coulombe's appointment, the Company and Mr. Coulombe
entered into an offer letter agreement (the "Offer Letter") which provides that
as Chief Financial Officer, he will receive an annual base salary of $375,000
and be eligible for an annual target incentive bonus under the Company's
Executive Bonus Compensation Plan of 65% of his base salary, which will be
pro-rated for the current fiscal year. The Offer Letter also provides for a
grant of 55,000 restricted stock units ("RSUs") which will vest ratably on a
quarterly basis over a three-year period, beginning in November 2021, and a
grant of 110,000 non-qualified stock options ("NSOs") which will vest ratably on
a quarterly basis over a three-year period, beginning in November 2021. Vesting
of the RSUs and NSOs are subject to Mr. Coulombe continued service with the
Company through each applicable vesting date, and are subject to the terms and
conditions of the Company's 2018 Equity Incentive Plan, as amended, and the
related form of equity agreement.
Additionally, Mr. Coulombe has entered into the Company's standard from Change
of Control and Severance Agreement ("Severance Agreement"), which provides that
upon a termination of his employment without cause or resignation for good
reason (as defined in the Severance Agreement) but not between three months
prior to, or twelve months following, a change in control, then Mr. Coulombe
would receive a cash severance payment equal to six months of his base salary
plus reimbursement for COBRA premiums up to six months. Additionally, if Mr.
Coulombe is terminated between the date that this three months prior to, or
twelve months following, a change in control, then Mr. Coulombe would receive a
cash severance payment equal to twelve months of his base salary plus
reimbursement for COBRA premiums for up to six months, and will be entitled to
full acceleration of vesting of all equity awards.
In connection with his appointment, Mr. Coulombe will also enter into the
Company's standard form of indemnification agreement, a copy of which has
previously been filed with the Securities and Exchange Commission on February
26, 2019 as Exhibit 10.1 to the Company's Annual Report on Form 10-K.
There are no arrangements or understandings between Mr. Coulombe, on the one
hand, and the Company or any other persons, on the other hand, pursuant to which
Mr. Coulombe was selected as Chief Financial Officer. There are no related party
transactions between the Company and Mr. Coulombe (or any of his immediate
family members) requiring disclosure under Item 404(a) of Regulation S-K. Mr.
Coulombe does not have any family relationships with any of the Company's
directors or executive officers.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year
On June 15, 2021, SVMK Inc. (now Momentive Global Inc.) filed a certificate of
amendment to its certificate of incorporation with the Secretary of State of
Delaware changing the name of the corporation from "SVMK Inc." to "Momentive
Global Inc". The Company's bylaws were also amended to reflect the change in the
name of the corporation.
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Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. Description of Exhibit
3.1 Certificate of Amendment to Certificate of Incorporation.
3.2 Amended and Restated Bylaws.
10.1 Offer Letter by and between Registrant and Justin Coulombe, dated
June 15, 2021.
99.1 Press Release dated June 16, 2021.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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