Teladoc,Inc. (NYSE:TDOC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 9.01.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective September 18, 2017, the Board of Directors (the “Board”) of Teladoc, Inc. (the “Company”) increased the number of directors on the Board to eleven and appointed Mr. Brian McAndrews as a director of the Company. Mr. McAndrews will serve on the Board’s Audit and Compensation Committees.The Board has determined that Mr. McAndrews is an independent director within the meaning of the New York Stock Exchange listing standards.
There are no arrangements or understandings between Mr. McAndrews and any other person to which he was selected as a director.There are no other transactions involving the Company and Mr. McAndrews that the Company would be required to report to Item 404(a) of Regulation S-K.
Mr. McAndrews will have the same director indemnification arrangement as do the Company’s other directors, the form of agreement for which was filed with the SEC on June 18, 2015 as Exhibit 10.7 to the Company’s Amendment No. 3 to Registration Statement on Form S-1.Mr. McAndrews will be eligible to participate in the compensation arrangements and programs that are established for the Company’s non-employee directors, as in effect from time to time.
Item 9.01Regulation FD
On September 18, 2017, the Company issued a press release regarding the matter discussed in Item 9.01 of this Current Report.A copy of the press release is furnished herewith as Exhibit 99.1.
The information furnished under this Item 9.01 of this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 9.01.Financial Statements and Exhibits.
(d)Exhibits.
ExhibitNo. |
Description |
99.1* |
Teladoc,Inc. press release, dated September 18, 2017. |
* Furnished herewith.