ZEDGE, INC. (NYSEMKT:ZDGE) Files An 8-K Results of Operations and Financial Condition

Item2.02. Results of Operations and Financial
Condition

On March 16, 2017, Zedge, Inc. (the Registrant) issued a press
release announcing its results of operations for its fiscal
quarter ended January 31, 2017. A copy of the press release
issued by the Registrant concerning the foregoing results is
furnished herewith as Exhibit 99.1 and is incorporated herein by
reference.

The Registrant is furnishing the information contained in this
Report, including Exhibit 99.1, to Item 2.02 of Form 8-K
promulgated by the Securities and Exchange Commission (the SEC).
This information shall not be deemed to be filed with the SEC or
incorporated by reference into any other filing with the SEC
unless otherwise expressly stated in such filing. In addition,
this Report and the press release contain statements intended as
forward-looking statements that are subject to the cautionary
statements about forward-looking statements set forth in the
press release.

Item5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.

(b) On March 15, 2017, Marie Therese Carney submitted her
resignation as a director of the Registrant. Ms. Carneys
resignation was accepted by the Board of Directors on March 15,
2017.

(d) On March 15, 2017, the Registrants Board of Directors elected
Todd E. Feldman, age 41, as a director to serve until the next
annual meeting of the Registrants stockholders. Mr. Feldman was
also appointed to serve on the Audit Committee, Compensation
Committee and Corporate Governance Committee of the Board of
Directors, and as Chairman of the Corporate Governance Committee.

There are no arrangements or understandings between Mr. Feldman
and any other person to which Mr. Feldman was elected as a member
of the Board of Directors. Mr. Feldman has not entered into any
related person transactions with the Registrant that are required
to be disclosed to Item404(a) of Regulation S-K.

Mr. Feldman will be entitled to receive non-employee director
compensation in accordance with the Registrants policy on
director compensation.

Item9.01 Financial Statements and
Exhibits.

(d) Exhibits.

About ZEDGE, INC. (NYSEMKT:ZDGE)

Zedge, Inc. is a provider of content distribution platforms, centered on self-expression, enabling both creators looking to promote their content and consumers utilizing such content to express their identity, feelings, tastes and interests. The Company’s platform enables consumers to personalize their mobile devices with free, ringtones, wallpapers, home screen application icons and notification sounds. The users primarily access the Company’s content through its smartphone application, called Zedge. The Company’s smartphone application is available in the Google Play and iTunes application stores. The Company has developed a distributed platform that consists of both open source and proprietary technologies centered on content management and discovery, Web and application development, data mining and analytics, deep learning, mobile content/device compatibility, advertising and reporting.

ZEDGE, INC. (NYSEMKT:ZDGE) Recent Trading Information

ZEDGE, INC. (NYSEMKT:ZDGE) closed its last trading session up +0.07 at 3.51 with 25,148 shares trading hands.