LegalZoom.com Inc. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
$LZ
EDP Services
Technology
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 19, 2024
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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.
On November 19, 2024, the Board of Directors (the “Board”) of LegalZoom.com, Inc. (the “Company”) appointed Nathan Gooden to serve as an independent Class I director of the Board, effective immediately. Mr. Gooden will serve until the Company’s 2025 Annual Meeting of Stockholders and until his successor is duly elected or appointed or his earlier death, resignation, removal, retirement or disqualification. The Board also appointed Mr. Gooden to the Audit Committee and the Compensation Committee. In connection with Mr. Gooden’s appointment to the Board, the size of the Board was increased to six (6) directors.
As an “eligible director” as defined in the Company’s Eligible Director Compensation Policy (the “Director Compensation Policy”), Mr. Gooden will receive compensation for his service on the Board in accordance with the standard compensatory arrangements in the Director Compensation Policy, which is described under the heading “Director Compensation” in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission (the “SEC”) on April 24, 2024.
In addition, the Company expects to enter into an indemnification agreement with Mr. Gooden in the form filed as Exhibit 10.4 to the Company’s Registration Statement on Form S-1 filed with the SEC on June 4, 2021.
There is no arrangement or understanding between Mr. Gooden and any other person pursuant to which Mr. Gooden was appointed to the Board, and Mr. Gooden has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure.
On November 19, 2024, the Company issued a press release announcing the appointment of Mr. Gooden to the Board as disclosed under Item 5.02 of this Current Report on Form 8-K. The press release is furnished as Exhibit 99.1 hereto.
The information furnished pursuant to Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements & Exhibits.
(d) Exhibits.
Exhibit Number | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
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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 thereunto duly authorized.
| LegalZoom.com, Inc. | ||||||||
Date: November 19, 2024 | By: | /s/ Nicole Miller | ||||||
| Nicole Miller | ||||||||
| Chief Legal Officer and Secretary | ||||||||
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