K12 Inc. (NYSE:LRN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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K12 Inc. (NYSE:LRN) 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.

Departure of Director

On August7, 2017, Mr.Jon Q. Reynolds,Jr., a member of the Board of Directors (the “Board”) of K12 Inc. (the “Company”), notified the Secretary of the Company of his resignation and that Mr.Reynolds had no disagreements with the Company related thereto. A copy of his notice is attached hereto as Exhibit99.1.

Election of Director

(d) Election of Eliza “Liza” McFadden as a Director of the Company.

On August2, 2017 (the “Effective Date”), Liza McFadden was appointed to the Board and has not yet been assigned to any committees. There are no arrangements or understandings between Ms.McFadden and any other person to which Ms.McFadden was appointed a director of the Company. Ms.McFadden will serve as a director of the Company until the next annual meeting of stockholders of the Company and until her successor is elected and qualified or until her death, retirement, resignation or removal.

Ms.McFadden will be compensated in accordance with the Company’s non-employee director compensation policy in effect from time to time. Based on the Company’s current policy, Ms.McFadden will receive an annual award of restricted stock equivalent to $100,000 (prorated for the period between the Effective Date and December31, 2017, based on the number of days in such period divided by 365). Ms.McFadden will also receive, on a prorated basis, an annual cash retainer of $60,000, paid in quarterly installments at the end of each quarter, for her service as a member of the Board.

Item 7.01 Regulation FD Disclosure.

On August2, 2017, the Company issued a press release announcing the appointment of Ms.McFadden to the Board of Directors of the Company. A copy of this press release is furnished as Exhibit99.2 to this Current Report.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

ExhibitNo.

Description

99.1

Electronic notice from Jon Q. Reynolds,Jr.

99.2

Press release of K12 Inc., dated August8, 2017


K12 INC Exhibit
EX-99.1 2 a17-19885_1ex99d1.htm EX-99.1 Exhibit 99.1     ****** T    +****** F    +****** ******   August 7,…
To view the full exhibit click here

About K12 Inc. (NYSE:LRN)

K12 Inc. (K12) is a technology-based education company. The Company offers curriculum, software systems and educational services designed to facilitate individualized learning for students in kindergarten through 12th grade (K-12). It provides a continuum of technology-based educational products and solutions to public school districts, public schools, virtual charter schools, private schools and families. The Company offers a set of products and services primarily to three lines of business, which include Managed Public School Programs, which consists of virtual and blended schools; Institutional business, which includes educational products and services sold to school districts, public schools and other educational institutions, and Private Pay Schools and Other, which includes private schools, including international, for which it charges student tuition and direct consumer sales. It sells individual online courses and supplemental educational products directly to families.