SEC Info  
    Home      Search      My Interests      Help      Sign In      Please Sign In

Twitter, Inc. – ‘8-K’ for 6/9/21

On:  Wednesday, 6/9/21, at 4:24pm ET   ·   For:  6/9/21   ·   Accession #:  1193125-21-186765   ·   File #:  1-36164

Previous ‘8-K’:  ‘8-K’ on 6/1/21 for 5/27/21   ·   Next:  ‘8-K/A’ on 6/25/21 for 5/27/21   ·   Latest:  ‘8-K’ on 10/31/22 for 10/27/22

Find Words in Filings emoji
 
  in    Show  and   Hints

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 6/09/21  Twitter, Inc.                     8-K:5,9     6/09/21   11:155K                                   Donnelley … Solutions/FA

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     26K 
 2: EX-99.1     Miscellaneous Exhibit                               HTML     11K 
 7: R1          Document and Entity Information                     HTML     47K 
 9: XML         IDEA XML File -- Filing Summary                      XML     12K 
 6: XML         XBRL Instance -- d165613d8k_htm                      XML     13K 
 8: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
 4: EX-101.LAB  XBRL Labels -- twtr-20210609_lab                     XML     55K 
 5: EX-101.PRE  XBRL Presentations -- twtr-20210609_pre              XML     35K 
 3: EX-101.SCH  XBRL Schema -- twtr-20210609                         XSD     12K 
10: JSON        XBRL Instance as JSON Data -- MetaLinks               12±    19K 
11: ZIP         XBRL Zipped Folder -- 0001193125-21-186765-xbrl      Zip     12K 


‘8-K’   —   Current Report


This is an HTML Document rendered as filed.  [ Alternative Formats ]



 iX: 
  8-K  
 i false  i 0001418091 0001418091 2021-06-09 2021-06-09

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form  i 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):  i June 9, 2021

 

 

 i Twitter, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

 i Delaware    i 001-36164    i 20-8913779
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 i 1355 Market Street,  i Suite 900

 i San Francisco,  i California  i 94103

(Address of principal executive offices, including zip code)

 i (415)  i 222-9670

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

 

 

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:

 

 i 

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

 

 i 

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

 

 i 

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

 

 i 

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 class

 

Trading
Symbol

 

Name of each exchange
on which registered

 i Common Stock, par value of $0.000005 per share    i TWTR    i New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company  i 

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 June 9, 2021, the board of directors (the “Board”) of Twitter, Inc. (the “Company”) appointed Mimi Alemayehou to the Board as a Class I director. She was also appointed to the Audit Committee, replacing Robert Zoellick, effective July 1, 2021.

Ms. Alemayehou, 51, has a career that spans both the public and private sectors across emerging markets. She currently serves as Senior Vice President for Public – Private Partnership at Mastercard. Prior to joining Mastercard, Ms. Alemayehou was the Managing Director and a Board member for investment platform Black Rhino Group, a portfolio company of Blackstone, where she focused on the development and acquisition of energy and infrastructure assets across Africa. Ms. Alemayehou was previously appointed by President Obama to serve as Executive Vice President of the Overseas Private Investment Corporation (OPIC). During Ms. Alemayehou’s tenure from 2010 to 2014, OPIC’s portfolio grew by more than 24% to $18 billion and the corporation’s Africa portfolio tripled to nearly $4 billion. Prior to OPIC, Ms. Alemayehou was appointed by President George W. Bush to serve as the United States Executive Director on the Board of Directors of the African Development Bank (AfDB). She received a Distinguished Honor Award for her outstanding service in this role. Ms. Alemayehou has also launched entrepreneurial ventures in consulting.

There are no arrangements or understandings between Ms. Alemayehou, on the one hand, and the Company or any other persons, on the other hand, pursuant to which Ms. Alemayehou was selected as a director. There are no related party transactions between the Company and Ms. Alemayehou (or any of her immediate family members) requiring disclosure under Item 404(a) of Regulation S-K. Ms. Alemayehou does not have any family relationships with any of the Company’s directors or executive officers.

Ms. Alemayehou will participate in the director benefits arrangements applicable to non-employee directors as described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 13, 2021. In addition, the Company will enter into its standard form of indemnification agreement with Ms. Alemayehou.

Upon Ms. Alemayehou’s appointment, Jesse Cohn resigned from the Board pursuant to the terms of the amended and restated cooperation letter agreement, dated as of March 31, 2021, which was previously disclosed. As one of Twitter’s largest shareholders, Elliott Investment Management will continue to engage with members of the Company’s senior management team and Board, facilitated by the Information Sharing and Engagement Agreement the Company entered into with Elliott. The Board thanks Mr. Cohn for his service.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
No.
   Description
99.1    Press Release, dated June 9, 2021.
104    Cover Page Interactive Data File (formatted as Inline XBRL)


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.

 

      TWITTER, INC.
Date: June 9, 2021      

/s/ Vijaya Gadde

      Vijaya Gadde
      Chief Legal Officer

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
7/1/21
Filed on / For Period end:6/9/213
4/13/214,  DEF 14A,  DEFA14A
3/31/2110-Q,  8-K
 List all Filings 
Top
Filing Submission 0001193125-21-186765   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Copyright © 2024 Fran Finnegan & Company LLC – All Rights Reserved.
AboutPrivacyRedactionsHelp — Fri., Mar. 29, 3:42:24.1am ET