SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): October 31, 2019
(Exact name of Registrant as Specified in its Charter)
(State Or Other Jurisdiction Of Incorporation)
|(Commission File Number)||(I.R.S. Employer Identification No.)|
|510 1st Avenue North, Suite 305|
|(Address Of Principal Executive Offices)||(Zip Code)|
Registrant’s Telephone Number, Including Area Code
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||
|Name of each exchange on which registered|
|Common stock, par value $0.01||QUMU||The NASDAQ Stock Market LLC|
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:
|[ ]||Written communications pursuant to Rule 425 under the Securities Act|
|[ ]||Soliciting material pursuant to Rule 14a-12 under the Exchange Act|
|[ ]||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act|
|[ ]||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act|
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. [ ]
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. [ ]
Items under Sections 1 through 4 and 6 through 8 are not applicable and therefore omitted.
|ITEM 5.02||DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTEMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.|
On October 31, 2019, the Board of Directors of Qumu Corporation (the “Company”) elected Mary E. Chowning and Edward D. Horowitz to the Company’s Board of Directors to fill the two vacancies on the Board of Directors. Following the election of Ms. Chowning and Mr. Horowitz, the Board of Directors is comprised of seven directors.
On October 31, 2019, Ms. Chowning was appointed to the Company’s Audit Committee to serve with directors Kenan Lucas (Chair) and Neil E. Cox. On October 31, 2019, Mr. Horowitz was appointed to the Company’s Governance Committee to serve with directors Neil E. Cox (Chair) and Robert F. Olson.
Each of Ms. Chowning and Mr. Horowitz is an “independent director” under the Nasdaq Listing Rules. Ms. Chowning also meets the criteria for independence set forth in Rule 10A-3(b)(1) under the Securities Exchange Act of 1934, as amended, and is an “audit committee financial expert” as defined in Item 407(d)(5) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended. Neither Ms. Chowning nor Mr. Horowitz has any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended.
On October 31, 2019, the Company announced the elections of Ms. Chowning and Mr. Horowitz by the press release attached hereto as Exhibit 99.1.
|ITEM 9.01||FINANCIAL STATEMENTS AND EXHIBITS.|
|99.1||Press Release issued by Qumu Corporation on October 31, 2019.|
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, thereunto duly authorized.
|By:||/s/ David G. Ristow|
|David G. Ristow|
|Chief Financial Officer|
|Date: October 31, 2019|