UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): July 29, 2021
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Sumo Logic, Inc.
(Exact name of registrant as specified in its charter)
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| | | | | | | | |
| Delaware | 001-39502 | 27-2234444 |
(State or other jurisdiction of
incorporation or organization) | (Commission File Number) | (I.R.S. Employer
Identification Number) |
| 305 Main Street Redwood City, California 94063 | |
| (Address of principal executive offices, including zip code) | |
| | |
| (650) 810-8700 | |
| (Registrant's telephone number, including area code) | |
| | |
| Not Applicable | |
| (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 | SUMO | The Nasdaq Stock Market LLC (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
See Item 7.01 below.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On July 29, 2021, Sydney Carey notified Sumo Logic, Inc. (“Sumo Logic”) that she will resign from her position as chief financial officer, effective August 2, 2021. Ms. Carey will continue to serve as an advisor to Sumo Logic’s chief executive officer and board of directors until December 31, 2021. A copy of Ms. Carey’s advisor agreement is attached hereto as Exhibit 10.1. Effective upon Ms. Carey’s resignation and until Sumo Logic appoints a successor chief financial officer, Ramin Sayar, Sumo Logic’s chief executive officer, will oversee a newly established Office of the Chief Financial Officer and will serve as Sumo Logic’s interim principal financial officer.
Item 7.01 Regulation FD Disclosure
On August 2, 2021, Sumo Logic issued a press release relating to the matters described above in Item 5.02 and reaffirming guidance for the second quarter of and full fiscal year 2022. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference. The information in Item 2.02, Item 7.01, and Exhibit 99.1 attached hereto are being furnished pursuant to Item 7.01 of Form 8-K and therefore shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| | | | | |
| Exhibit Number | Description |
| 10.1 | |
| 99.1 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
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| SUMO LOGIC, INC. |
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| Date: August 2, 2021 | By: | /s/ Katherine Haar |
| Name: | Katherine Haar |
| Title: | General Counsel |
