(a) Appointment of New Member and Resignation of Current Member of the Board of Directors

Effective July 31, 2019, the Board of Directors (the “Board”) of Avid Technology, Inc. appointed Michelle Munson as a Class I director to serve until the Annual Meeting of Shareholders of the Company to be held in 2021, or until her earlier death, resignation or removal. There are no arrangements or understandings between Ms. Munson and any other persons to which Ms. Munson was appointed a director of the Company. Ms. Munson will serve on the compensation committee of the Board.

As a non-employee director, Ms. Munson will receive the compensation offered to all of the Company’s non-employee directors for services on the Board, as disclosed in the Company’s definitive proxy statement on Schedule 14A filed by the Company with the Securities and Exchange Commission on April 1, 2019.

The Board has determined that Ms. Munson is an independent director under the NASDAQ listing standards and that she meets the Securities and Exchange Commission’s independence requirements.

Also effective July 31, 2019, John H. Park resigned from his position as a Class I director of the Company and from all committees of the Board of which he was a member. Mr. Park’s resignation is not due to any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. We thank Mr. Park for his many years of service to the Company.

The Company issued a press release on July 31, 2019 announcing the appointment of Ms. Munson to the Board of Directors. A copy of that press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

(b) Tendered and Rejected Resignation of Member of the Board of Directors

On July 15, 2019, Cove Street Capital, LLC (the “Investor”) notified the Company that the Investor and its affiliates beneficially owned less than five percent of the outstanding common stock of the Company. In accordance with Section 1(f)(ii) of that certain Standstill Agreement, dated as of February 16, 2018, by and between the Company and the Investor, Daniel B. Silvers tendered his resignation as a member of the Board on July 31, 2019. After consideration of his qualifications and prior service to the Board and the Company, the Board rejected Mr. Silvers resignation and Mr. Silvers agreed to continue to serve in his capacity as a Class III director of the Company.

AVID TECHNOLOGY, INC. Exhibit
EX-99 2 avidbodrelease73119.htm EXHIBIT 99 Exhibit Avid Enhances Its Board of Directors with Addition of Accomplished Media Technology Leader Michelle Munson Distinguished Technology Expert and Successful Entrepreneur Deepens Board’s Strength to Help Guide Avid in Its Strategy for Innovation and GrowthBURLINGTON,…
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About AVID TECHNOLOGY, INC. (NASDAQ:AVID)

Avid Technology, Inc. is a provider of an open and integrated technology platform, along with applications and services that enable the creation, distribution and monetization of audio and video content. The Company develops, markets, sells and supports software and hardware for digital media content production, management, secured content storage and distribution. The Company’s products are used in production and post-production facilities; film studios; network, affiliate, independent and cable television stations; recording studios; live-sound performance venues; advertising agencies; government and educational institutions; corporate communication departments, and by independent video and audio creative professionals, as well as aspiring professionals and enthusiasts. Projects produced using its products include feature films, television programs, live events, news broadcasts, commercials, music, video and other digital media content.