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):

December 10, 2014

 

 

ZIX CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

 

 

Texas   0-17995   75-2216818
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

2711 North Haskell Avenue

Suite 2200, LB 36

Dallas, Texas 75204-2960

(Address of Principal Executive Offices) (Zip Code)

(214) 370-2000

(Registrant’s telephone number, including area code)

N/A

(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:

 

¨ 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))

 

 

 


ITEM 8.01. OTHER EVENTS.

On December 10, 2014, Zix Corporation (“ZixCorp”) issued a press release announcing that it separated the role of its chairman of the board from that of its chief executive officer. Robert C. Hausmann, ZixCorp’s lead independent director, has been elected as the non-executive chairman of the board. Richard D. Spurr continues to serve as ZixCorp’s CEO and as a director. A copy of the press release is submitted herewith as Exhibit 99.1.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

 

99.1    Press Release, dated December 10, 2014, titled “ZixCorp Separates Board Chairman and CEO Roles”.

ZixCorp Separates Board Chairman and CEO Roles


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.

 

ZIX CORPORATION
By:   /s/ James F. Brashear
  James F. Brashear
  General Counsel

Dated: December 10, 2014


INDEX TO EXHIBITS

 

Exhibit No.

  

Description

99.1    Press Release, dated December 10, 2014, titled “ZixCorp Separates Board Chairman and CEO Roles”.


Press Release | For Distribution

Exhibit 99.1

 

LOGO

ZixCorp Separates Board Chairman and CEO Roles

Lead Independent Director Becomes Non-Executive Chairman

DALLAS – December 10, 2014 – Zix Corporation (ZixCorp), (Nasdaq: ZIXI), a leader in email data protection, today announced that it separated the role of its chairman of the board from that of its chief executive officer. Robert C. Hausmann, ZixCorp’s lead independent director, has been elected as the non-executive chairman of the board. Richard D. Spurr continues to serve as ZixCorp’s CEO and as a director.

Mr. Hausmann has served as a ZixCorp director since 2005 and has been instrumental in guiding ZixCorp’s corporate governance, both as chair of the Nominating and Corporate Governance Committee and as lead independent director.

“The trend among public companies to separate the CEO and chairman roles has gained momentum over the years,” said new ZixCorp chairman Bob Hausmann. “Our board decided to demonstrate the company’s commitment to sound corporate governance by adopting a leadership structure that has strong investor support.”

“We expect Bob Hausmann’s transition from lead independent director to non-executive chairman to be seamless,” said ZixCorp CEO Rick Spurr. “Bob and I have worked closely for years on company oversight, and I look forward to working with him and the entire board under this new structure.”

About ZixCorp

ZixCorp is a leader in email data protection. ZixCorp offers industry-leading email encryption, a unique email DLP solution and an innovative email BYOD solution to meet your company’s data protection and compliance needs. ZixCorp is trusted by the nation’s most influential institutions in healthcare, finance and government for easy-to-use secure email solutions. ZixCorp is publicly traded on the Nasdaq Global Market under the symbol ZIXI, and its headquarters are in Dallas, Texas. For more information, visit www.zixcorp.com.

###

ZixCorp Contacts

 

Investor Relations

Todd Kehrli or Jim Byers

(323) 468-2300

zixi@mkr-group.com

 

Public Relations

Taylor Stansbury Johnson

(214) 370-2134

tjohnson@zixcorp.com

 

 

LOGO

www.zixcorp.com

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