Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 19, 2020, Mike Smith, President, Chief Operating Officer and Interim
Chief Financial Officer of Stitch Fix, Inc. (the "Company") announced his
intention to resign from the Company to start a venture capital firm. Mr. Smith
plans to remain with the Company in his current roles at least until the Company
hires and announces a new Chief Financial Officer, after which the Company and
Mr. Smith will determine the effective date of his resignation. The Company has
been conducting a search for a new Chief Financial Officer.
On November 19, 2020, the Company's Board of Directors (the "Board") increased
the authorized number of directors on the Board from nine (9) to ten (10) and
appointed Mr. Smith to serve as a member of the Board, effective immediately, to
fill the vacancy. Mr. Smith will serve as a Class II director, the class of
directors whose term expires at the 2022 Annual Meeting of Stockholders. Mr.
Smith has not been appointed to serve on any Board committees at this time. Mr.
Smith will not receive any compensation for his service on the Board while he
remains an employee of the Company.
There is no arrangement or understanding between Mr. Smith and any other persons
pursuant to which Mr. Smith was appointed as a director. Furthermore, there are
no family relationships between Mr. Smith and any director or executive officer
of the Company. There are no transactions to which Mr. Smith is a party that
require disclosure under Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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