Current Report Filing (8-k)
26 March 2022 - 12:21AM
Edgar (US Regulatory)
0001484769
false
fuboTV Inc. /FL
0001484769
2022-03-22
2022-03-22
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): March 22, 2022
FUBOTV
INC.
(Exact
name of registrant as specified in its charter)
Florida |
|
001-39590 |
|
26-4330545 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
Number) |
1290
Avenue of the Americas
New York, NY 10104
(Address
of principal executive offices) (Zip Code)
(212)
672-0055
(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)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock, par value $0.0001 per share |
|
FUBO |
|
New
York Stock Exchange |
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
March 23, 2022, the Board of Directors (the “Board”) of fuboTV Inc. (the “Company”) appointed Julie Haddon to
serve as a director of the Company and a member of the audit committee of the Board (the “Audit Committee”), in each case,
effective March 23, 2022 (the “Effective Date”). On March 22, 2022, Henry Ahn resigned as a director of the Company, effective
on the Effective Date. In connection with his resignation from the Board, Mr. Ahn has been appointed as Chief Business Officer of the
Company. In addition, the Board appointed existing director, Daniel Leff, to serve as a member of the compensation
committee of the Board, effective on the Effective Date, succeeding Mr. Ahn on such committee.
Ms.
Haddon is eligible to participate in the Company’s Outside Director Compensation Program, which provides for (i) an annual cash
retainer of (a) $45,000 for serving on the Board and (b) $10,000 for her service as a member of the Audit Committee, (ii) an initial
grant of restricted stock units (“RSUs”) for the number of shares of the Company’s common stock equal to $330,000 divided
by the average of the closing price of the Company’s common stock for the 30 trading day period ending on the trading day prior
to the grant date (the “Share Price”), rounded down to the nearest whole share, and that vests in a series of equal annual
installments on the first, second and third anniversary of the date of grant, subject to the director’s continued service on the
Board through each such vesting date, and (iii) an annual grant, on the date of the Company’s annual meeting of shareholders (provided
that she has served as a director for at least six months prior to such meeting), of RSUs for that number of shares of common stock equal
to $228,000 divided by the Share Price, rounded down to the nearest whole share (the “Annual Grant”), and that vests in a
single installment on the earlier to occur of (x) the day prior to the date of the Company’s next annual meeting of shareholders
or (y) the first anniversary of the date of grant of the Annual Grant, subject to the director’s continued service on the Board
through such vesting date. In accordance with the Company’s Outside Director Compensation Program, Ms. Haddon received an initial
grant of 39,173 RSUs on March 23, 2022.
Ms.
Haddon has also entered into the Company’s standard indemnification agreement for directors and officers.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
Exhibit
No. |
|
Description |
|
|
|
104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
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.
|
FUBOTV INC.
|
|
|
|
Date:
March 25, 2022 |
By: |
/s/
David Gandler |
|
|
David
Gandler |
|
|
Chief
Executive Officer |
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