0001825480 false 0001825480 2021-08-06
2021-08-06 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of
Date of Report (Date of earliest event reported):
August 6, 2021
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation)
||(Commission File Number)
(I.R.S. Employer Identification No.)
203 Redwood Shores Parkway, 8th Floor
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code:
(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
☐ 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))
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
pursuant to Section 12(b) of the Act:
|Title of each class
Name of each exchange on which registered
Class A Common Stock, $0.0001 par value per
The Nasdaq Global Select Market
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 2.02 Results of
Operations and Financial Condition.
August 10, 2021, Poshmark, Inc. (the “Company”) issued a press
release announcing its financial results for its second quarter
ended June 30, 2021. A copy of the press release is furnished as
Exhibit 99.1 to this Current Report on Form 8-K and is incorporated
by reference herein.
The information in Items 2.02
and 9.01 of this Current Report on Form 8-K and the
exhibits attached hereto is being furnished and shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”) or otherwise subject
to the liabilities of that section, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, regardless of any general
incorporation language in such filing.
Item 5.02 Departure of
Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain
August 6, 2021, Kapil Agrawal was appointed as the Company’s
interim Chief Financial Officer, effective as of August 13, 2021.
Mr. Agrawal was appointed as interim Chief Financial Officer in
connection with the resignation of Anan Kashyap, the Company’s
Chief Financial Officer, as previously disclosed in the Company’s
Current Report on Form 8-K filed with the SEC on June 7, 2021. Mr.
Kashyap’s resignation will be effective on August 13, 2021. Mr.
Agrawal will serve until such time as a permanent Chief Financial
Officer is appointed, or until his earlier resignation or
Agrawal, age 39, joined the Company in October 2016 and has served
as Vice President of Finance since then. Prior to joining the
Company, Mr. Agrawal served as Global Head of Pricing Strategy
& Operations at Uber Technologies, Inc. from April 2015 until
The selection of
Mr. Agrawal as interim Chief Financial Officer was not
pursuant to any arrangement or understanding with respect to any
other person. There are no family relationships between
Mr. Agrawal and any director or executive officer of the
Company, and there are no transactions between Mr. Agrawal and
the Company that would be required to be reported under Item 404(a)
of Regulation S-K.
will be no changes in Mr. Agrawal’s compensation related to the
appointment at this time. Mr. Agrawal’s existing employment
agreement will be filed as an exhibit in the Company’s Quarterly
Report on Form 10-Q for the quarter ended June 30, 2021.
Additionally, Mr. Agrawal
will enter into a standard indemnification agreement with the
Company in the form previously approved by the Company’s board of
directors (the “Board”), which is filed as Exhibit 10.1 to
the Company’s Annual Report on Form 10-K filed with the SEC
on March 23, 2021.
Anan Kashyap’s Equity
August 6, 2021, in connection with Mr. Kashyap agreeing to provide
consulting services to the Company on an as-needed basis post his
resignation as Chief Financial Officer, the Board determined that
it would be appropriate to accelerate the vesting schedule with
respect to 3,296 restricted stock units (the “RSUs”) and 1,666
options (the “Options”) previously granted to Mr. Kashyap. The RSUs
and Options were originally expected to vest on September 1, 2021.
Additionally, the Board determined that Mr. Kashyap shall have the
right to exercise his vested options until the earlier of 12 months
after his last date of employment or the expiration date of the
Item 9.01 Financial
Statements and Exhibits.
Pursuant to the
requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: August 10, 2021
/s/ Anan Kashyap
||Chief Financial Officer
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