Fitbit, Inc. (NYSE:FIT) 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.
On March 14, 2018, Fitbit, Inc. (the “Company”) announced the election of Matthew Bromberg to serve as a new member of the Company’s Board of Directors (the “Board”), effective immediately.Mr. Bromberg will serve until the earliest to occur of the Company’s 2018 annual meeting of stockholders and until his successor is elected and qualified, or until his death, resignation or removal. Concurrently with his election to the Board, Mr. Bromberg was elected as a member of the Company’s Compensation Committee.
In connection with his election as non-employee director to the Board, Mr. Bromberg will receive a pro rata portion of the $50,000 annual retainer for service as a director for the remaining portion of the year until the date of the Company’s first annual meeting of stockholders following his appointment. Mr. Bromberg will also receive a pro rata portion of the $7,500 annual retainer for his service as a member of the Company’s Compensation Committee for the remaining portion of the year until the date of the Company’s first annual meeting of stockholders following his appointment. Also on March 14, 2018, Mr. Bromberg was granted an initial award of 6,410 restricted stock units (“RSUs”). These RSUs will fully vest on the date of the Company’s first annual meeting of stockholders following the grant and are subject to accelerated vesting in certain circumstances.
In addition, it is expected that Mr. Bromberg will enter into the Company’s standard form of indemnification agreement. The form of indemnification agreement was filed as Exhibit 10.1 to the Company’s Registration Statement on Form S-1 (No. 333-203941), as filed with the Securities and Exchange Commission on May 7, 2015 and incorporated by reference herein.
There are no arrangements or understandings between Mr. Bromberg and any other persons to which Mr. Bromberg was selected as a member of the Board. There are also no family relationships between Mr. Bromberg and any director or executive officer of the Company, nor does Mr. Bromberg have a direct or indirect material interest in any transaction required to be disclosed to Item 404(a) of Regulation S-K.
A copy of the press release announcing these events is filed as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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ExhibitNumber |
Exhibit Title or Description |
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99.1 |
Press release of Fitbit, Inc., dated March 15, 2018 |
FITBIT INC ExhibitEX-99.1 2 exhibit991directors3152018.htm EXHIBIT 99.1 Exhibit Matthew Bromberg Joins Fitbit,…To view the full exhibit click here
About Fitbit, Inc. (NYSE:FIT)
Fitbit, Inc. is a provider of health and fitness devices. The Company’s platform combines connected health and fitness devices with software and services, including an online dashboard and mobile applications, data analytics, motivational and social tools, personalized insights and virtual coaching through customized fitness plans and interactive workouts. It offers various fitness devices, including Fitbit Zip, Fitbit One, Fitbit Flex, Fitbit Charge, Fitbit Blaze, Fitbit Charge HR, Fitbit Surge and Aria. Its platform includes wearable connected health and fitness trackers, which are wrist-based and clippable devices that automatically track users daily steps, calories burned, distance traveled, and active minutes and display real-time feedback. Its trackers also measure sleep duration and quality, and its products track heart rate and global positioning system-based information. It also offers a wireless fidelity connected scale that records weight, body fat and body mass index.
