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 24, 2019
LogMeIn, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware |
| 001-34391 |
| 20-1515952 |
(State or Other Jurisdiction of |
| (Commission |
| (IRS Employer |
Incorporation or Organization) |
| File Number) |
| Identification No.) |
320 Summer Street |
|
|
Boston, Massachusetts |
| 02210 |
(Address of principal executive offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: (781)-638-9050
(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 (see General Instruction A.2. below):
☐ | 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, $0.01 par value per share | LOGM | 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. ☐
TABLE OF CONTENTS
Item 2.02. | Results of Operations and Financial Condition |
On October 24, 2019, LogMeIn, Inc. (the “Company”) announced its financial results for the third quarter of 2019. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Current Report on Form 8-K (including Exhibit 99.1) 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, except as expressly set forth by specific reference in such a filing.
Item 5.02. | Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangement of Certain Officers |
(b)Departure of Named Executive Officer
On October 24, 2019, the Company’s Chief Financial Officer and Treasurer, Edward K. Herdiech, notified the Company of his decision to retire in 2020 at a date to be determined. In the interim, Mr. Herdiech has agreed to continue to serve the Company on a full-time basis in order to transition his duties and assist with the hiring and on-boarding of his successor. The effective date of Mr. Herdiech’s retirement as well as the specific terms of any transition period have not yet been finalized between the Company and Mr. Herdiech.
A copy of the Company’s third quarter earnings press release, which includes the announcement of Mr. Herdiech’s retirement, is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 7.01. | Regulation FD Disclosure |
On October 24, 2019, the Company also announced that it will pay a $0.325 per share dividend on November 29, 2019 to stockholders of record as of November 13, 2019. LogMeIn currently has approximately 49 million shares of common stock outstanding.
Item 9.01. | Financial Statements and Exhibits |
(d)Exhibits
The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:
Exhibit No. |
| Description |
| ||
104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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|
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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 hereunto duly authorized.
| LOGMEIN, INC. | |
|
| |
Date: October 24, 2019 | By: | /s/ Michael J. Donahue |
|
| Michael J. Donahue |
|
| SVP, General Counsel & Secretary |