Current Report Filing (8-k)
October 31 2019 - 5:07PM
Edgar (US Regulatory)
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): October 31, 2019
Qumu
Corporation
(Exact
name of Registrant as Specified in its Charter)
Minnesota
(State
Or Other Jurisdiction Of Incorporation)
000-20728
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41-1577970
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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510
1st Avenue North, Suite 305
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Minneapolis,
MN
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55403
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(Address
Of Principal Executive Offices)
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(Zip
Code)
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(612)
638-9100
Registrant’s
Telephone Number, Including Area Code
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol
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Name
of each exchange on which registered
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Common
stock, par value $0.01
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QUMU
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The
NASDAQ Stock Market LLC
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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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
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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. [ ]
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. [ ]
Items
under Sections 1 through 4 and 6 through 8 are not applicable and therefore omitted.
ITEM
5.02
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DEPARTURE
OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTEMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF
CERTAIN OFFICERS.
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On
October 31, 2019, the Board of Directors of Qumu Corporation (the “Company”) elected Mary E. Chowning and Edward D.
Horowitz to the Company’s Board of Directors to fill the two vacancies on the Board of Directors. Following the election
of Ms. Chowning and Mr. Horowitz, the Board of Directors is comprised of seven directors.
On
October 31, 2019, Ms. Chowning was appointed to the Company’s Audit Committee to serve with directors Kenan Lucas (Chair)
and Neil E. Cox. On October 31, 2019, Mr. Horowitz was appointed to the Company’s Governance Committee to serve with directors
Neil E. Cox (Chair) and Robert F. Olson.
Each
of Ms. Chowning and Mr. Horowitz is an “independent director” under the Nasdaq Listing Rules. Ms. Chowning also meets
the criteria for independence set forth in Rule 10A-3(b)(1) under the Securities Exchange Act of 1934, as amended, and is an “audit
committee financial expert” as defined in Item 407(d)(5) of Regulation S-K promulgated under the Securities Exchange Act
of 1934, as amended. Neither Ms. Chowning nor Mr. Horowitz has any direct or indirect material interest in any transaction required
to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended.
On
October 31, 2019, the Company announced the elections of Ms. Chowning and Mr. Horowitz by the press release attached hereto as
Exhibit 99.1.
ITEM
9.01
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FINANCIAL
STATEMENTS AND EXHIBITS.
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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, thereunto duly authorized.
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QUMU
CORPORATION
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By:
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/s/
David G. Ristow
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David
G. Ristow
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Chief
Financial Officer
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Date:
October 31, 2019
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