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): July 27, 2018
Apptio, Inc.
(Exact name of Registrant as Specified in Its Charter)
|
Delaware |
001-37885 |
26-1175252 |
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
|
|
|
|
11100 NE 8th Street, Suite 600 Bellevue, WA |
|
98004 |
|
(Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (866) 470-0320
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 (see General Instructions 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)) |
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 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Appointment of Director
On July 27, 2018, the Board of Directors (the “Board”) of Apptio, Inc. (the “Company”) appointed Rebecca Jacoby to serve as a Class III director of the Company. Ms. Jacoby will stand for reelection by the Company’s stockholders at the Company’s Annual Meeting to be held in May 2019. Effective upon her appointment to the Board, Ms. Jacoby was also appointed to serve on the Audit Committee of the Company, replacing Tom Bogan, who resigned as a member of the Audit Committee on July 27, 2018. On July 30, 2018, the Company issued a press release regarding Ms. Jacoby’s appointment, a copy of which is attached hereto as Exhibit 99.1.
Ms. Jacoby was Senior Vice President, Operations of Cisco Systems, Inc., a worldwide leader in IT networking, until her retirement in May 2018. Previously, she served as Cisco’s CIO from 2006 to 2015. Ms. Jacoby joined Cisco in 1995, and held a variety of leadership roles in operations, manufacturing and IT. Prior to joining Cisco, Ms. Jacoby held a range of planning and operations positions with other companies in Silicon Valley. Since October 2014, Ms. Jacoby has served on the Board of S&P Global, Inc., a leading provider of transparent and independent ratings, benchmarks, analytics and data to the capital and commodity markets worldwide. She also serves on the Board of the Second Harvest Food Bank of Santa Clara and San Mateo Counties and is a founding member of the Technology Business Management Council.
Ms. Jacoby will participate in the standard compensation program for non-employee directors, as set forth in the Company’s Outside Directors Compensation Policy, as described in the Company’s Proxy Statement for its 2018 Annual Meeting of Stockholders, filed with the Securities and Exchange Commission on April 19, 2018. In addition, the Company expects to enter into an indemnification agreement with Ms. Jacoby in substantially the form filed as Exhibit 10.10 to its Form S-1 filed on August 26, 2016. There is no arrangement or understanding pursuant to which Ms. Jacoby was appointed as a director, and there are no related party transactions between the Company and Ms. Jacoby that would require disclosure under Item 404(a) of Regulation S-K.
Resignation of Director
On July 27, 2018, Ravi Mohan submitted his resignation as independent director of the Board, effective immediately. Mr. Mohan’s resignation is not a result of any disagreement with the Company, and the Company thanks Mr. Mohan for his contributions to the Board.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits.
|
Exhibit Number |
|
Description |
|
|
||
|
|
|
|
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.
|
|
|
Apptio, Inc. |
|
|
|
|
|
|
|
Date: July 30, 2018 |
|
By: |
/s/ John Morrow |
|
|
|
|
John Morrow |
|
|
|
|
EVP, Corporate Development, General Counsel and Secretary |
EXHIBIT 99.1
CISCO’S FORMER CIO & SVP OF OPERATIONS REBECCA JACOBY JOINS APPTIO BOARD OF DIRECTORS
An Early Advisor and Customer, Jacoby Brings Experience and Vision to Apptio as it Drives
Global Adoption of Technology Business Management
Bellevue, Wash., July 30, 2018 – Apptio, Inc. (NASDAQ: APTI), the business management system of record for hybrid IT, today announced the appointment of Rebecca Jacoby to the company’s Board of Directors, effective July 27, 2018. Jacoby will also serve on the Board’s Audit Committee. Previously, Jacoby served as senior vice president of Operations at Cisco and held the position of CIO for the 12 years prior.
“Today, every company is a technology company fighting for competitive advantage and new revenue streams. Apptio is the key to navigating this transformation amidst the change brought about by digital, cloud and Agile,” said CEO Sunny Gupta. “Rebecca is a strategic leader and technology visionary, as well as an early Apptio customer, deeply respected by CIOs around the world. Her expertise lies in the unique combination of operations and technology with a strong growth mindset - an invaluable addition to our Board.”
Jacoby retired from Cisco in May after more than 22 years of service. As SVP of Operations, she led Cisco’s global operations, driving profitable growth and enabling operational excellence. She also oversaw various functions including IT, supply chain, security and trust, global procurement, and renewals. During her tenure as CIO, Jacoby guided Cisco to adopt an early version of Apptio and influenced the evolution of its SaaS applications. In 2009, Jacoby was appointed as a strategic advisor to the Apptio’s Board and was a founding member of the nonprofit TBM Council. Jacoby also serves on the Board of Directors for S&P Global, a publicly traded financial and analytics company.
“The most progressive and successful IT and finance leaders in the world are automating their investment decision-making process with Apptio’s SaaS applications. Armed with data and analytics, these leaders are establishing a solid foundation of transparency, driving multi-year planning to fund innovation, managing their transformation to the cloud and application modernization, and driving shareholder value,” said Jacoby. “This is why I adopted Apptio at Cisco. Now, as a member of the Board, I’m honored and excited to continue shaping the value of Apptio for companies of all sizes, industries and geographies.”
In addition to Jacoby’s appointment, Ravi Mohan, Managing Director and Co-founder at Shasta Ventures, will be stepping down from his role on the Board of Directors. Ravi has served on the Board since 2010.
“Ravi has been an extraordinary Board Member, partner and advisor for our business over the past eight years,” said Gupta. “His knowledge of technology value and his unparalleled leadership and insight has allowed us to grow Apptio to the organization we are today.”
EXHIBIT 99.1
Tom Bogan, CEO of Adaptive Insights, and Chair of the Board, will be coming off Apptio’s Audit Committee, but will continue to serve the Board and Compensation Committee as he has since he joined in 2007.
For more information on Apptio’s Leadership and Board of Directors, please go to: https://www.apptio.com/about/company/board-members.
About Apptio
Apptio (NASDAQ: APTI) is the business management system of record for hybrid IT. We transform the way IT runs its business and makes decisions. With our cloud-based applications, IT leaders manage, plan and optimize their technology investments across on-premises and cloud. With Apptio, IT leaders become strategic partners to the business by demonstrating the value of IT investments, accelerate innovation and shift their technology investments from running the business to digital innovation. Hundreds of customers choose Apptio as their business system of record for hybrid IT. For more information, please visit www.Apptio.com.