BARRACUDA NETWORKS, INC. (NYSE:CUDA) Files An 8-K Results of Operations and Financial Condition
Item 2.02
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Results of Operations and Financial Condition.
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On April 17, 2017, Barracuda Networks, Inc. (the “Company”)
issued a press release announcing its financial results for the
quarter and fiscal year ended February 28, 2017. In the press
release, the Company also announced that it would be holding a
conference call on April 17, 2017, to discuss its financial
results for the quarter and fiscal year ended February 28, 2017.
The full text of the press release is attached hereto as Exhibit
99.1 and is incorporated herein by reference.
issued a press release announcing its financial results for the
quarter and fiscal year ended February 28, 2017. In the press
release, the Company also announced that it would be holding a
conference call on April 17, 2017, to discuss its financial
results for the quarter and fiscal year ended February 28, 2017.
The full text of the press release is attached hereto as Exhibit
99.1 and is incorporated herein by reference.
This information is intended to be furnished under Item 2.02 of
Form 8-K, “Results of Operations and Financial Condition” and
shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”),
or 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.
Form 8-K, “Results of Operations and Financial Condition” and
shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”),
or 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.
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Item 5.02
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Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) Election of Directors
On April 11, 2017, the Board of Directors (the “Board”) of the
Company increased the size of the Board from eight to 10 members
and elected Chet Kapoor and Stephen P. Mullaney to serve as
members of the Board, effective immediately. Mr. Kapoor will
serve as a Class I director, with a term expiring at the Companys
2017 annual meeting of stockholders, and Mr. Mullaney will serve
as a Class II director, with a term expiring at the Companys 2018
annual meeting of stockholders. In connection with their
elections to the Board, Mr. Kapoor was appointed to serve as a
member of the audit and compensation committees of the Board and
Mr. Mullaney was appointed to serve as the chairperson of the
nominating and corporate governance committee of the Board.
Company increased the size of the Board from eight to 10 members
and elected Chet Kapoor and Stephen P. Mullaney to serve as
members of the Board, effective immediately. Mr. Kapoor will
serve as a Class I director, with a term expiring at the Companys
2017 annual meeting of stockholders, and Mr. Mullaney will serve
as a Class II director, with a term expiring at the Companys 2018
annual meeting of stockholders. In connection with their
elections to the Board, Mr. Kapoor was appointed to serve as a
member of the audit and compensation committees of the Board and
Mr. Mullaney was appointed to serve as the chairperson of the
nominating and corporate governance committee of the Board.
Chet Kapoor, age 49, served as chief executive officer of Apigee
Corporation, an API management and predictive analytics software
company, from January 2007 until its acquisition by Google in
October 2016. From May 2005 to December 2006, Mr. Kapoor served
as vice president of content management and search products at
International Business Machines Corporation. From December 2004
to May 2005, Mr. Kapoor served as chief executive officer of
Gluecode Software, Inc., an open source application
infrastructure company. From April 2002 to December 2004, Mr.
Kapoor served as the vice president and general manager at BEA
Systems, Inc., an enterprise infrastructure software company. Mr.
Kapoor holds a B.S. degree in Engineering from Arizona State
University.
Corporation, an API management and predictive analytics software
company, from January 2007 until its acquisition by Google in
October 2016. From May 2005 to December 2006, Mr. Kapoor served
as vice president of content management and search products at
International Business Machines Corporation. From December 2004
to May 2005, Mr. Kapoor served as chief executive officer of
Gluecode Software, Inc., an open source application
infrastructure company. From April 2002 to December 2004, Mr.
Kapoor served as the vice president and general manager at BEA
Systems, Inc., an enterprise infrastructure software company. Mr.
Kapoor holds a B.S. degree in Engineering from Arizona State
University.
Stephen P. Mullaney, age 53, served as senior vice president and
general manager, networking and security business unit at VMware,
Inc., a cloud and virtualization software and services company,
from August 2012 to October 2014. From April 2009 through its
acquisition by VMware in August 2012, Mr. Mullaney served as
chief executive officer at Nicira Networks Inc., a
software-defined networking and network virtualization company.
From March 2007 to April 2009, Mr. Mullaney served as vice
president, marketing, and interim chief executive officer at Palo
Alto Networks, Inc., a network and enterprise security company.
From 2003 to 2007, Mr. Mullaney served as vice president,
marketing at Blue Coat Systems Inc., a cybersecurity and network
management company. Mr. Mullaney currently serves on the board of
directors of several privately held companies. Mr. Mullaney holds
a B.S. in Electrical Engineering from the University of Rhode
Island.
general manager, networking and security business unit at VMware,
Inc., a cloud and virtualization software and services company,
from August 2012 to October 2014. From April 2009 through its
acquisition by VMware in August 2012, Mr. Mullaney served as
chief executive officer at Nicira Networks Inc., a
software-defined networking and network virtualization company.
From March 2007 to April 2009, Mr. Mullaney served as vice
president, marketing, and interim chief executive officer at Palo
Alto Networks, Inc., a network and enterprise security company.
From 2003 to 2007, Mr. Mullaney served as vice president,
marketing at Blue Coat Systems Inc., a cybersecurity and network
management company. Mr. Mullaney currently serves on the board of
directors of several privately held companies. Mr. Mullaney holds
a B.S. in Electrical Engineering from the University of Rhode
Island.
Messrs. Kapoor and Mullaney will participate in the Companys
outside director compensation policy, as amended (the “Outside
Director Compensation Policy”). to the Outside Director
Compensation Policy and in connection with Mr. Kapoors and Mr.
Mullaneys election to the Board, each will receive an initial
grant of restricted stock units (“RSUs”) under the Companys 2013
Equity Incentive Plan, effective as of May 1, 2017 (the “Grant
Date”), with a Grant Date fair value equal to $175,000 prorated
for the number of months since the last annual meeting of
stockholders. Such awards will be automatically granted on May 1,
2017, and will vest in full on September 1, 2017, subject to each
of Messrs. Kapoor and Mullaneys continued service on the Board
through such date. Furthermore, in accordance with the Outside
Director Compensation Policy, Messrs. Kapoor and Mullaney are
also entitled to additional cash compensation for their service
on the Board and its committees, if any.
outside director compensation policy, as amended (the “Outside
Director Compensation Policy”). to the Outside Director
Compensation Policy and in connection with Mr. Kapoors and Mr.
Mullaneys election to the Board, each will receive an initial
grant of restricted stock units (“RSUs”) under the Companys 2013
Equity Incentive Plan, effective as of May 1, 2017 (the “Grant
Date”), with a Grant Date fair value equal to $175,000 prorated
for the number of months since the last annual meeting of
stockholders. Such awards will be automatically granted on May 1,
2017, and will vest in full on September 1, 2017, subject to each
of Messrs. Kapoor and Mullaneys continued service on the Board
through such date. Furthermore, in accordance with the Outside
Director Compensation Policy, Messrs. Kapoor and Mullaney are
also entitled to additional cash compensation for their service
on the Board and its committees, if any.
Each of Messrs. Kapoor and Mullaney also executed the Companys
standard form of indemnification agreement in connection with
their appointment to the Board, a copy of which has been filed as
Exhibit 10.1 to the Companys Registration Statement on Form S-1
(File No. 333-191510) filed with the Securities and Exchange
Commission on October 1, 2013.
standard form of indemnification agreement in connection with
their appointment to the Board, a copy of which has been filed as
Exhibit 10.1 to the Companys Registration Statement on Form S-1
(File No. 333-191510) filed with the Securities and Exchange
Commission on October 1, 2013.
There are no arrangements or understandings between either
Messrs. Kapoor or Mullaney, on the one hand, and any other
persons, on the other hand, to which Messrs. Kapoor or Mullaney
was elected as a director. In addition, each of Messrs.
Messrs. Kapoor or Mullaney, on the one hand, and any other
persons, on the other hand, to which Messrs. Kapoor or Mullaney
was elected as a director. In addition, each of Messrs.
Kapoor and Mullaney has no direct or indirect material interest
in any transaction or proposed transaction required to be
reported under Section 404(a) of Regulation S-K.
in any transaction or proposed transaction required to be
reported under Section 404(a) of Regulation S-K.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
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Exhibit No.
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Description
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10.1*
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Form of Indemnification Agreement between the Company
and its directors and officers |
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99.1
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Press release issued by Barracuda Networks, Inc., dated
April 17, 2017 |
__________
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*
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Incorporated by reference to Exhibit 10.1 filed with the
Companys Registration Statement on Form S-1 (File No. 333-191510), filed with the Securities and Exchange Commission on October 1, 2013. |
About BARRACUDA NETWORKS, INC. (NYSE:CUDA)
Barracuda Networks, Inc. designs and delivers security and data protection solutions. The Company offers cloud-enabled solutions that enable customers to address security threats, manage network performance, and protect and store their data. Its solutions are designed to manage information technology operations for its customers. Its security solutions include Barracuda Email Security, The Barracuda Web Security Gateway, Barracuda NextGen Firewalls, The Barracuda Web Application Firewall, The Barracuda Load Balancer ADC and The Barracuda SSL VPN. Its data protection solutions provide solutions for on-premises and cloud-based archiving and backup. Its data protection solutions include Barracuda Backup, Barracuda Message Archiver and CudaSign. Its solution suites combine its security and data protection offerings into services designed for cloud platforms and managed services environments. Its solution suites include Barracuda Essentials for Office 365 and Intronis ECHOplatform. BARRACUDA NETWORKS, INC. (NYSE:CUDA) Recent Trading Information
BARRACUDA NETWORKS, INC. (NYSE:CUDA) closed its last trading session up +0.25 at 23.41 with 587,750 shares trading hands.
