UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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.
(b) Retirement of Deborah Besemer as Member of the Board of Directors
On March 31, 2022, Deborah Besemer, a member of and Chairperson of the board of directors (the “Board”) of Brightcove Inc. (the “Company”), notified the Board that she would not stand for re-election as a director of the Company. Ms. Besemer’s decision not to stand for re-election was not due to any disagreement with the Company on any matter relating to the Company or its operations, policies or practices. Ms. Besemer’s term will end at the commencement of the Company’s 2022 annual meeting of stockholders, scheduled to be held on May 11, 2022 (the “Annual Meeting”).
In connection with Ms. Besemer not standing for re-election, effective at the commencement of the Annual Meeting, the Board appointed Diane Hessan as Chairman of the Board.
| Item 7.01. | Regulation FD Disclosure. |
A copy of the Company’s press release announcing the foregoing is attached to this Current Report on Form 8-K as Exhibit 99.1. The information in this Item 7.01 and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 99.1 | Press Release of Brightcove Inc. dated April 1, 2022. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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 1, 2022 | Brightcove Inc. | |||||
| By: | /s/ Robert Noreck | |||||
| Robert Noreck | ||||||
| Chief Financial Officer | ||||||
Exhibit 99.1
Deborah Besemer to Retire as Chairman of Brightcove’s Board of Directors
Current board member Diane Hessan appointed as new Chairman
BOSTON – Friday, April 1, 2022 – Brightcove Inc. (Nasdaq: BCOV), the leading intelligent video streaming, monetization, and communications platform, today announced that Deborah Besemer, the Chairman of Brightcove’s board of directors, and a board member since 2008, will retire from the board at the end of her current term at the Company’s 2022 Annual Meeting. The Company has appointed Diane Hessan, who has served as a Brightcove board member since 2017, as its new Chairman, effective as of the Annual Meeting.
“It has been a privilege to serve as a member of Brightcove’s board for the past 14 years and help the company grow from a small start-up to the global leader in video for business and a successful public company,” said Deborah Besemer, Brightcove’s outgoing board chairman. “I am incredibly confident in the future of Brightcove and am thrilled that Diane will be taking over as board chairman to help lead the company through its next phase of growth.”
Diane Hessan commented, “On behalf of Brightcove’s board, employees and customers, I want to thank Deb for her years of dedicated service to the Company and her invaluable contributions over that time. Deb has been a wonderful leader and close colleague who has provided valuable perspective throughout her tenure that greatly benefitted the Company.”
Hessan continued, “I am excited to take on this new role as board chairman and work closely with our new CEO, Marc DeBevoise, to deliver significant value for our customers and shareholders. Brightcove has the most scalable and secure video communications platform and is in a great position to benefit from the streaming video revolution.”
Diane Hessan is currently CEO of Salient Ventures, an investment and advisory company with a portfolio of angel investments focused on Boston technology companies. She is also Chairman of C Space, a next-generation market research company that builds online communities to help marketers generate consumer insights, where she was CEO for 15 years. She serves on the boards of Eastern Bank, Panera Bread, The Schlesinger Group, DP Acquisition Corp, Mass Challenge, Tufts University, and the National Association of Corporate Directors – New England, and is also a Special Advisor to Datapoint Capital, a leading early-stage venture capital firm.
About Brightcove Inc.
Brightcove creates the world’s most reliable, scalable, and secure video technology solutions to build a greater connection between companies and their audiences, no matter where they are or on which devices they consume content. In more than 80 countries, Brightcove’s intelligent video platform enables businesses to sell to customers more effectively, media leaders to stream and monetize content more reliably, and every organization to communicate with team members more powerfully. With two Technology and Engineering Emmy® Awards for innovation, uptime that consistently leads the industry, and unmatched scalability, we continuously push the boundaries of what video can do. Follow Brightcove on Twitter, LinkedIn, and Facebook.
Visit www.brightcove.com. Brightcove. Video that means business™.
Media Contact:
Sara Griggs
Brightcove
sgriggs@brightcove.com
+1 929 888 4866
Investor Contact:
Brian Denyeau
ICR for Brightcove
brian.denyeau@icrinc.com
+1 646 277 1251
Document and Entity Information |
Mar. 31, 2022 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | BRIGHTCOVE INC |
| Entity Incorporation State Country Code | DE |
| Amendment Flag | false |
| Entity Central Index Key | 0001313275 |
| Document Type | 8-K |
| Document Period End Date | Mar. 31, 2022 |
| Entity File Number | 001-35429 |
| Entity Tax Identification Number | 20-1579162 |
| Entity Address, Address Line One | 281 Summer Street |
| Entity Address, City or Town | Boston |
| Entity Address, State or Province | MA |
| Entity Address, Postal Zip Code | 02210 |
| City Area Code | (888) |
| Local Phone Number | 882-1880 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, par value $0.001 per share |
| Trading Symbol | BCOV |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |