Current Report Filing (8-k)
December 08 2015 - 4:27PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 8, 2015
MONSTER WORLDWIDE, INC.
(Exact name of registrant as specified in its charter)
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| | Delaware | 001-34209 | 13-3906555 |
| | (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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| | 133 Boston Post Road, Building 15 Weston, Massachusetts | 02493 |
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| | (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (978) 461-8000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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ITEM 5.02 | DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. |
Item 5.02(d)
Effective December 8, 2015, Gillian Munson has been appointed as a member of Monster Worldwide, Inc.’s Board of Directors (the “Board”). A copy of the company’s press release announcing Ms. Munson’s appointment to the Board is attached hereto as Exhibit 99.1. Ms. Munson’s appointment increases the number of the company’s Board members to seven, six of whom are deemed to be independent under both Securities and Exchange Commission and New York Stock Exchange rules.
Ms. Munson’s term on the Board will begin immediately. As a non-employee director, Ms. Munson is entitled to receive: (i) an annual cash retainer of $75,000, pro-rated for the remaining portion of 2015, (ii) an initial grant of $150,000 worth of restricted stock units of the company, of which fifty percent (50%) vested immediately upon grant and the remaining fifty percent (50%) vest on the first anniversary of the date of the grant and (iii) commencing the day after the company’s 2017 annual meeting of stockholders, annual grants of $125,000 worth of restricted stock units of the company, vesting twenty-five percent (25%) per year over four years. As of the date of this filing, Ms. Munson has not been named to a committee of the Board.
Ms. Munson is not a party to any transactions of the type listed in Item 404(a) of Regulation S-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
Item 9.01(d) — Exhibits
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99.1 |
| | Press Release of the Company Issued on December 8, 2015. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | MONSTER WORLDWIDE, INC. (Registrant) |
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| | | By: | /s/ Michael C. Miller |
| | | Name: | Michael C. Miller |
| | | Title: | Executive Vice President, General Counsel and Secretary |
Date: December 8, 2015
EXHIBIT INDEX
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Exhibit Number | | Description |
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99.1 | | Press Release of the Company Issued on December 8, 2015.
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Monster Worldwide, Inc. Appoints Gillian Munson to Board of Directors
WESTON, Mass., December 8, 2015 - Monster Worldwide, Inc. (NYSE:MWW), a global leader in successfully connecting people and job opportunities, today announced the appointment of Gillian Munson, Chief Financial Officer, XO Group Inc., to its board of directors.
“We welcome Gillian to our Board and look forward to the benefit of her strong leadership and extensive experience,” said Ed Giambastiani, Chairman of the Board, Monster. “Gillian brings a wealth of financial, public company and industry expertise to Monster, and we look forward to Gillian’s contributions as we continue to advance Monster’s business to best connect jobs and people.”
Gillian Munson serves as Chief Financial Officer of XO Group, the premier consumer internet and media company devoted to weddings, pregnancy and everything in between. XO Group’s brands include the nation’s leading wedding marketplace, The Knot.com and a leading multi-platform brand for all things pregnancy, TheBump.com. Prior to joining XO Group, Munson served as Managing Director at Allen & Company LLC, from 2007 to 2013. Munson also served as Vice President, Business Development at Symbol Technologies from 2003 to 2007. Prior to joining Symbol, Munson was an Executive Director and Senior Equity Analyst at Morgan Stanley. Munson began her career as a Research Associate at Hambrecht & Quist.
Ms. Munson is extremely active in the ecosystem for early stage companies and mentors numerous entrepreneurs, particularly female founders. Ms. Munson received a Bachelor's degree in Political Science and Economics from Colorado College.
“As the pioneer of its industry and an iconic brand, Monster is leveraging 20 years of insight and expertise to once again redefine recruiting,” said Ms. Munson. “I welcome the opportunity to join this Board at this exciting time for the company and this industry.”
About Monster Worldwide
Monster Worldwide, Inc. (NYSE: MWW) is a global leader in connecting people to jobs, wherever they are. For more than 20 years, Monster has helped people improve their lives with better jobs, and employers find the best talent. Today, the company offers services in more than 40 countries, providing some of the broadest, most sophisticated job seeking, career management, recruitment and talent management capabilities. Monster continues its pioneering work of transforming the recruiting industry with advanced technology using intelligent digital, social and mobile solutions, including our flagship website monster.com® and a vast array of products and services. For more information visit http://monster.com/about.
Contact (Monster)
Media:
Matt Anchin
212-351-7528
matt.anchin@monster.com
Investors:
Bob Jones
212-351-7032
bob.jones@monster.com
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