Current Report Filing (8-k)
June 08 2021 - 5:08PM
Edgar (US Regulatory)
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2021-06-02
2021-06-02
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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): June 2, 2021
IAC/INTERACTIVECORP
(Exact name of registrant as specified
in charter)
Delaware
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001-39356
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84-3727412
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(State
or other jurisdiction
|
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(Commission
|
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(IRS
Employer
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of
incorporation)
|
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File
Number)
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Identification
No.)
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555
West 18th Street, New
York, NY
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10011
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s telephone number, including
area code: (212) 314-7300
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(Former name or former address, if changed since last report)
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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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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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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¨
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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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Securities registered pursuant to Section 12(b) of
the Act:
Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.0001
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IAC
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The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)
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Indicate by
check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth
company ¨
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
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On June 2, 2021, Glenn H. Schiffman, Executive
Vice President and Chief Financial Officer of IAC/InterActiveCorp (the “Company”), informed the Company that, after serving
in this role since 2016, he will step down, effective August 6, 2021 or such earlier date as is agreed by the Company and Mr. Schiffman,
to pursue another opportunity. The Company has begun a search for a new Chief Financial Officer and, if a replacement is not appointed
prior to Mr. Schiffman’s departure, the Board of Directors of the Company will appoint an interim principal financial officer
of the Company until a successor is appointed.
On June 7, 2021, Mr. Westley Moore informed
IAC/InterActiveCorp (the “Company”) that he was announcing a run for the office of Governor of Maryland and, if he wins, he
would immediately resign from his position on the Company’s Board of Directors.
Item 7.01
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Regulation FD Disclosure.
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On June 8, 2021, the Company
issued a press release in connection with Mr. Schiffman’s departure. The full text of the press release appears in Exhibit 99.1
hereto and is incorporated herein by reference.
Item 9.01
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Financial Statements and Exhibits.
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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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By:
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/s/ Kendall Handler
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Name:
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Kendall Handler
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Title:
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Senior Vice President, General Counsel & Secretary
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Date: June 8, 2021
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