Pandora Media,Inc. (NYSE:P) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 27, 2017, Pandora Media, Inc. (the "Company") filed a Current Report on Form 8-K (the "Original 8-K") reporting that Naveen Chopra, the Company’s Chief Financial Officer, would also serve as interim Chief Executive Officer while the Company commenced a search for a successor toits prior Chief Executive Officer, Tim Westergren.
On August 4, 2017, the Compensation Committee of the Board of Directors of the Company approved compensation
for Mr. Chopra in his role as interim Chief Executive Officer. This filing is being made to amend the Original 8-K to include information regarding this new compensatory arrangement. to the terms of the amendment to Mr.Chopra's at-will offer letter with the Company (the "Amendment"), he will receive(i) a supplemental monthly cash payment of $29,000 while serving as interim CEO, (ii) a one-time equity award of 152,250 restricted stock units with an 18-month service-based vesting period, and (iii) enhanced severance benefits for the one-year period following the conclusion of his service as interim CEO (the "Enhanced Severance Period"). During the Enhanced Severance Period, the terms of the Company's Executive Severance and Change of Control Policy (the "Policy") applicable to Mr. Chopra are modified such that he is eligible for 12 Severance Months (as defined in the Policy) in the case of an Involuntary Termination (as defined in the Policy) and 18 Severance Months in the case of a Change in Control Termination (as defined in the Policy).
The foregoing summary of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendment, which will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarterly period ending September 30, 2017.
About Pandora Media,Inc. (NYSE:P)
Pandora Media, Inc. (Pandora) is a music discovery platform, offering a personalized experience for each of its listeners wherever and whenever they want to listen to music, whether through earbuds, car speakers or live on stage. The Company delivers targeted messages to its listeners using a combination of audio, display and video advertisements. The Company provides services, including Pandora and Ticketfly. It provides the Pandora service through over two models, such as free service and Pandora One. Its free service allows listeners access to its music and comedy catalogs and personalized playlist generating system for free across all of the Pandora delivery platforms. Pandora One is a paid subscription service without any advertising. In addition to its monthly subscriptions, service listeners can purchase a single day Pandora One experience with its Pandora One Day Pass product. The Company’s Ticketfly service is a cloud ticketing platform for live events.