Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of Sean Aggarwal to the Board of Directors

On October 22, 2022, the Board of Directors (the "Board") of Sonder Holdings Inc. (the "Company") appointed Sean Aggarwal to serve as a Class I director of the Board to fill a vacancy on the Board. Mr. Aggarwal will serve as a director until the Company's 2025 annual meeting of stockholders, and until his successor has been duly elected and qualified, or until his earlier death, resignation or removal. Mr. Aggarwal has also been appointed as a member of the Compensation Committee of the Board and the Nominating, Corporate Governance, and Social Responsibility Committee of the Board. The Board has affirmatively determined that Mr. Aggarwal qualifies as an "independent director" under the applicable Nasdaq Stock Market rules for Board and committee assignments.

Mr. Aggarwal served as the Chief Financial Officer at Trulia, Inc., an online real estate company, from November 2011 to February 2015. Prior to Trulia, Mr. Aggarwal held executive and senior finance positions at PayPal, Inc., eBay Inc., Amazon.com, Inc., PepsiCo, Inc., and Merrill Lynch, Pierce, Fenner & Smith Incorporated. Mr. Aggarwal currently serves as a member of the board of directors of Lyft, Inc. a transportation company, where he also serves as board chair, and Arlo Technologies, Inc., a home security company. In addition, in the past five years, he served on the board of directors of Yatra Online, Inc., an online travel company. Mr. Aggarwal holds an MBA from Northwestern University, Kellogg School of Management and a Bachelor of Arts from the College of Wooster.

Mr. Aggarwal will be entitled to receive cash and equity compensation for his service on the Board and committees thereof in the standard amounts previously approved by the Board and as set forth in the Company Outside Director Compensation Policy, as described in the Company's 2022 Proxy Statement.

Mr. Aggarwal also entered into the Company's standard form of indemnification agreement, the form of which is filed as Exhibit 10.28 to the Company's Current Report on Form 8-K (File No. 001-39907), filed with the SEC on January 24, 2022.

There are no arrangements or understandings between Mr. Aggarwal and any other persons, pursuant to which he was appointed as a member of the Board. There are no family relationships between Mr. Aggarwal and any of the Company's directors or executive officers. Mr. Aggarwal is not a party to any current or proposed transaction with the Company for which disclosure is required under Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD Disclosure.

On October 24, 2022, the Company issued a press release announcing the appointment of Mr. Aggarwal to the Board. A copy of the Company's press release announcing the appointments is attached hereto as Exhibit 99.1. The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits



(d)  Exhibits

      Exhibit No.                                           Description
          99.1                   Press Release Issued October 24, 2022
                               Cover Page Interactive Data File (embedded within the Inline XBRL
          104                  document)

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses