Grid Dynamics Holdings Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
$GDYN
Computer Software: Prepackaged Software
Technology
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): January 12, 2025
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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(Address of principal executive offices)
Registrant’s telephone number, including area code: (650 ) 523-5000
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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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)) Securities registered pursuant to Section
12(b) of the Act:
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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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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the
Securities Exchange Act of 1934.
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. Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 12, 2025, the Board of Directors (the “Board”) of Grid Dynamics Holdings, Inc. (the “Company”), upon recommendation of the
Board’s Compensation Committee, approved the following changes to the Company’s Outside Director Compensation Policy (as so updated, the “Policy”):
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increased the annual restricted stock unit (“RSU”) award to the non-executive Chairman of the Board from $20,000 to $30,000;
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added annual RSU awards in the amount of $40,000 for the chairs of each Board committee; and
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added annual RSU awards in the amount of $30,000 for the members of each Board committee (who are not receiving the above RSU award as chair of
the committee).
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The foregoing description does not purport to be complete and is qualified in its entirety by reference to the Policy. A copy of the
Policy is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
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Exhibit Number
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Description
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10.1
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Outside Director Compensation Policy
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104
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Cover Page Interactive Data File (formatted as Inline XBRL)
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SIGNATURE
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.
Dated: January 13, 2025
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GRID DYNAMICS HOLDINGS, INC.
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By:
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/s/ Anil Doradla
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Name:
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Anil Doradla
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Title:
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Chief Financial Officer
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