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.

On February 20, 2019, Cyren Ltd. (the “Company”) announced that Lior Samuelson, Chairman of the Board of Directors (“Chairman”) and CEO, intends to step down as CEO after transitioning his responsibilities to a successor to be identified in the future by the Board of Directors. Until further notice, Mr. Samuelson will continue in his roles as Chairman and CEO, and will be involved in the selection and on-boarding of his successor. The Board of Directors has engaged a leading executive search firm to assist with this search. Upon transitioning his responsibilities to the new CEO, Mr. Samuelson will continue to serve as Chairman.

Item 5.02 Regulation FD Disclosure.

On February 20, 2019, Cyren Ltd. issued a press release announcing the foregoing. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated into this Item 5.02 by reference.

The information set forth in this Current Report on Form 8-K, including the exhibit hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 5.02 Financial Statements and Exhibits.

(d) Exhibits

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. For example, statements in the future tense, and statements including words such as “will”, “expect,” “plan,” “estimate,” “anticipate,” or “believe” are forward-looking statements. These statements are based on information available at the time of this Current Report on Form 8-K and the Company assumes no obligation to update any of them. The statements in this Current Report on Form 8-K are not guarantees of future performance and actual results could differ materially from current expectations as a result of numerous factors, including the ability of the Company to locate a successor CEO, business conditions and growth or deterioration in the internet security market, technological developments, products offered by competitors, availability of qualified staff, and technological difficulties and resource constraints encountered in developing new products, as well as those risks described in the Company’s Annual Reports on Form 20-F and Form 10-K (when it becomes available) and reports on Form 6-K and Form 8-K, which are available throughwww.sec.gov.

CYREN Ltd. Exhibit
EX-99.1 2 f8k02019ex99-1_cyrenltd.htm PRESS RELEASE OF CYREN LTD. DATED FEBRUARY 20,…
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About Cyren Ltd. (NASDAQ:CYRN)

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.