Current Report Filing (8-k)
December 26 2017 - 6:43AM
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): December 26, 2017
SOHU.COM INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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0-30961
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98-0204667
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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Level 18, SOHU.com Media Plaza
Block 3, No. 2 Kexueyuan South Road, Haidian District
Beijing 100190
Peoples Republic of China
(011) 8610-6272-6666
(Address, including zip code, of registrants principal executive offices
and registrants telephone number, including area code)
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 Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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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
(§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.
On December 25, 2017, the registrant entered into an employment
agreement with Dr. Charles Zhang, the registrants Chairman and Chief Executive Officer, which will take effect on January 1, 2018 following the expiration of his previous agreement. Under the terms of Dr. Zhangs employment
agreement, he will be entitled to receive (i) an annual base salary of RMB4 million (or approximately $608,985.58) and (ii) an annual housing allowance RMB2 million (or approximately $304,492.79) and will be eligible for an
annual discretionary cash bonus as approved by the registrants Board of Directors. Dr. Zhang will also be entitled and tax equalization payments and will be eligible to participate in the registrants share incentive plans and will
receive health, life, and disability insurance. If Dr. Zhang terminates his employment with the registrant for good reason or if his employment is terminated by the registrant without cause, he will be entitled to receive severance benefits,
including (i) his monthly base salary for a period (the Severance Period) equal to the lesser of six months following termination and the remainder of the term of the employment agreement; (ii) health insurance benefits during
the Severance Period with the same coverage provided to him prior to termination (medical, dental, optical and mental health) and in all other material respects comparable to those in place immediately prior to termination; and (iii) payment of
the bonus for the remainder of the year of termination, but only to the extent that the bonus would have been earned had he continued in employment through the end of such year. Unless sooner terminated by either Dr. Zhang or the registrant,
Dr. Zhangs employment agreement will expire on December 31, 2020.
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.
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DATED: December 26, 2017
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SOHU.COM INC.
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By:
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/s/ Joanna Lv
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Joanna Lv
Acting Chief Financial
Officer
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