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): | |||||
(Exact Name of Registrant as Specified in Its Charter)
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| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | |||||||||||||||
| (Address of Principal Executive Offices) | |||||
Registrant’s telephone number, including area code: +353 42 938 8500
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
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| 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)) | ||||||||||||||
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Exchange on Which Registered | |||||||||||||||
| Global Select Market | |||||||||||||||||
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 15, 2021, the Board of Directors of Cimpress plc appointed Dessislava Temperley to the Board to serve for a term of three years ending at the conclusion of Cimpress' annual general meeting of shareholders in 2024. The Board also appointed Ms. Temperley as a member of the Audit Committee and plans to appoint her chair of the Audit Committee when the term of John Gavin, the current Audit Committee chair, ends on the date of Cimpress' 2021 Annual General Meeting of Shareholders, currently scheduled for November 30, 2021.
Cimpress issued a press release announcing Ms. Temperley's appointment to the Board, which is attached as Exhibit 99.1 to this report.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit | ||||||||
| No. | Description | |||||||
| 99.1 | ||||||||
| 104 | Cover Page Interactive Data File, formatted in iXBRL | |||||||
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.
| September 16, 2021 | Cimpress plc | ||||
| By: | /s/ Sean E. Quinn | |||||||
| Sean E. Quinn | ||||||||
| Executive Vice President and Chief Financial Officer | ||||||||
Contacts: Investor Relations:
Meredith Burns
ir@cimpress.com
+1.781.652.6480
Media Relations:
Paul McKinlay
mediarelations@cimpress.com
Cimpress Announces Appointment of Dessislava Temperley to Board of Directors
Dundalk, Ireland, September 16, 2021 -- Cimpress plc (Nasdaq: CMPR) announced today the appointment of Dessislava (“Dessi”) Temperley to the Board of Directors, effective September 15, 2021, and the planned retirement of Cimpress Director John J. Gavin at the completion of his term at the end of November 2021. Ms. Temperley has been appointed as a member of the Audit Committee and will serve as Chair of that committee upon Mr. Gavin’s retirement.
“We are pleased to welcome Dessi to Cimpress’ Board of Directors,” said Robert Keane, founder, chairman and chief executive officer of Cimpress. “She brings a wealth of financial and operating expertise, and she will be a valued member of our board and advisor to our executive team.”
Mr. Keane added, “On behalf of the Cimpress leadership team and board, I would like to sincerely thank John for his commitment to our company over the past 15 years. John has played a pivotal role in the Cimpress journey, beginning his tenure as Chair of the Audit Committee soon after our IPO in 2005 and acting as a valued advisor and partner as we transformed our industry. We have benefited greatly from his expertise and dedication, we will miss him, and we wish him all the best in the future.”
Ms. Temperley has over 20 years of experience in various finance leadership roles at multinational companies and currently serves as a board member of Coca-Cola Europacific Partners and Corbion. Prior to these positions, she served as Group CFO & Executive Board Member of Beiersdorf, a DAX-listed global consumer brands company,
and spent 14 years at Nestlé, serving as CFO of multiple business units, and most recently as head of Investor Relations.
“I am delighted to join the board of directors at Cimpress, a company that has a long track record of industry disruption and profitable growth,” said Ms. Temperley. “The board members and the senior management team are driven, passionate, and committed to the long-term future. I look forward to supporting Cimpress in creating great value for customers, team members, long-term investors and society.”
About Cimpress
Cimpress plc (Nasdaq: CMPR) invests in and builds customer-focused, entrepreneurial, mass-customization businesses for the long term. Mass customization is a competitive strategy which seeks to produce goods and services to meet individual customer needs with near mass production efficiency. Cimpress businesses include BuildASign, Drukwerkdeal, Exaprint, National Pen, Pixartprinting, Printi, Vistaprint and WIRmachenDRUCK. To learn more, visit http://www.cimpress.com.
Cimpress and the Cimpress logo are trademarks of Cimpress plc or its subsidiaries. All other brand and product names appearing on this announcement may be trademarks or registered trademarks of their respective holders.