iRobot Corporation filed SEC Form 8-K: Other Events

$IRBT
Consumer Electronics/Appliances
Consumer Discretionary
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irbt-20250409
0001159167false00011591672025-04-092025-04-09

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): April 9, 2025


 iROBOT CORPORATION 

(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
001-3641477-0259335
(Commission File Number)(I.R.S. Employer
Identification No.)

8 Crosby Drive
Bedford, MA 01730
(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (781) 430-3000


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):

    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    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:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par valueIRBTThe Nasdaq Stock Market LLC

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 8.01 Other Events.

On April 9, 2025, the Board of Directors (the “Board”) of iRobot Corporation (the “Company”) approved a cash retainer of $12,500 per quarter for each member of the Strategic Process Transaction Committee of the Board, effective immediately. In addition, the Board approved modifications to the Company’s non-employee director equity compensation program to change the annual restricted stock unit award for Board service to a cash payment of $200,000, which amount will be paid in quarterly installments commencing on June 6, 2025. These cash payments are in addition to the cash fees paid to non-employee directors for Board and committee service previously disclosed in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on March 31, 2025.




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.

Date: April 15, 2025
iRobot Corporation
By: /s/ Kevin Lanouette
Name: Kevin Lanouette
Title: Senior Vice President and General Counsel

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