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 2, 2015
Sizmek Inc.
(Exact name of registrant as specified in its charter)
Delaware | | 001-36219 | | 37-1744624 |
(State or other jurisdiction of | | (Commission | | (IRS Employer |
incorporation) | | File Number) | | Identification No.) |
401 Park Avenue South, 5th Floor New York, New York | | 10016 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code (212) 953-9300
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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02. | | Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers |
Sean N. Markowitz is concluding his role as General Counsel and Corporate Secretary of Sizmek Inc. (the “Company”) in connection with a reorganization of the Company’s internal legal function. Mr. Markowitz will remain employed with the Company and is expected to leave during the second quarter of 2015. Kenneth Saunders, the Company’s Chief Financial Officer, is assuming additional responsibility as Corporate Secretary of the Company.
On March 2, 2015, the Board of Directors of the Company approved an increase to the size of the Company’s share repurchase authorization. With this increase, the Company has the authority to repurchase up to $30 million of the Company’s common stock through the Company’s share repurchase program.
The full text of the press release is being filed as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference into this Item 8.01.
Item 9.01. | | Financial Statements and Exhibits |
| | |
(d) | | Exhibits |
| | |
99.1. | | Press Release dated March 3, 2015. |
2
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.
| SIZMEK INC. |
| |
Date: March 5, 2015 | By: | /s/ Kenneth Saunders |
| | Name: Kenneth Saunders |
| | Title: Chief Financial Officer |
3
EXHIBIT INDEX
Exhibit No. | | Description |
| | |
99.1 | | Press Release dated March 3, 2015. |
4
