CYREN LTD. (NASDAQ:CYRN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

CYREN LTD. (NASDAQ:CYRN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Approval of the Compensation terms for the Company’s Non-Executive Chairman of the Board

Following the approval of the Compensation Committee (the “Compensation Committee”) of Cyren Ltd. (the “Company”) and the Company’s Board of Directors (the “Board”), at the Company’s 2020 annual meeting of shareholders held on July 30, 2020 (the “Annual Meeting”), the Company’s shareholders approved the compensation to James Hamilton, the Company’s Non-Executive Chairman of the Board, who was appointed as Chairman of the Board on June 8, 2020. The terms of Mr. Hamilton’s compensation as Non-Executive Chairman of the Board include cash compensation in the amount of $7,500 per quarter and a grant of 45,000 restricted stock units (“RSUs”). Further information regarding Mr. Hamilton’s compensation terms is set forth under Proposal Two of the Company’s definitive proxy statement filed on Schedule 14A with the Securities and Exchange Commission on June 25, 2020 (the “Proxy Statement”) and incorporated herein by reference.

 

Approval of Equity-Based Compensation to our Chief Executive Officer

Following the approval of the Compensation Committee and the Board, at the Annual Meeting, the Company’s shareholders approved a one-time grant of 800,000 RSUs to our Chief Executive Officer, Brett Jackson, under our 2016 Equity Incentive Plan. Further information regarding Mr. Jackson’s compensation terms is set forth under Proposal Three of the Proxy Statement and incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual Meeting, the Company’s shareholders voted on six proposals, each of which is described in more detail in the Proxy Statement. The following is a brief description of each matter voted upon and the results of the votes.

Proposal One – The shareholders elected the following nine directors to serve until the next annual meeting of shareholders or until their respective successors are elected.

39,858,603 35,417 168,166 3,937,806

As required by Israeli law, each of proposals two and three were approved by shareholders holding a majority of the Ordinary Shares voted on such proposals (excluding abstentions) who affirmatively confirmed that they were non-controlling shareholders or did not have a personal interest in such proposals.


About CYREN LTD. (NASDAQ:CYRN)

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CYREN Ltd. (CYREN) is engaged in developing and marketing information security solutions for protecting Web, e-mail and mobile transactions. The Company is a Security-as-a-Service provider of integrated cloud-based security technology solutions that mitigate cyber threats, malware attacks, information leaks, legal liability and productivity loss through the application of cyber intelligence. It delivers security services to a range of customers and original equipment manufacturer, and service provider distribution partners, including network and security vendors offering content security gateways, unified threat management solutions and antivirus solutions, and to service providers, such as Software-as-a-Service vendors, Web hosting providers and Internet service providers. Its technologies include CYREN GlobalView Cloud and Recurrent Pattern Detection. Its offerings include CYREN WebSecurity (CWS), CYREN EmailSecurity, Cyber Intelligence Suite and Embedded Solutions.

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