Item 5. Other Information
Item 5. Other Information
(a) The Company currently anticipates that it will hold its 2023 Annual Meeting of Stockholders (the “2023 Annual Meeting”) in September 2023 but more than 30 days after the anniversary of its 2022 Annual Meeting of Stockholders. As a result, the deadline for stockholders to submit proposals pursuant to Rule 14a-8 under the Securities and Exchange Act of 1934, as amended (“Rule 14a-8”), as set forth in the Company’s definitive proxy statement for its 2022 Annual Meeting of Stockholders, is no longer effective. Further details about the 2023 Annual Meeting, including the date, time and location, will be set forth in the Company’s definitive proxy statement for the 2023 Annual Meeting.
If a stockholder wishes to submit a proposal pursuant to Rule 14a-8, such proposal must be received by the Secretary of the Company at its principal executive office no later than the close of business on August 18, 2023. Such stockholder must otherwise comply with the requirements of Rule 14a-8 in order for the proposal to be considered for inclusion in the Company’s proxy materials for the 2023 Annual Meeting.
On May 5, 2023, Starboard Value and Opportunity Master Fund Ltd (“Starboard”) submitted notice of its intent to nominate three persons for election to the Company’s board of directors at the 2023 Annual Meeting. On July 24, 2023, Starboard withdrew its notice.
(b) None
(c) During the three months ended June 30, 2023, no director or executive officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulations S-K.
59
ITEM 6. EXHIBITS
31.1 * Certification by Interim Chief Executive Officer and Chief Financial Officer pursuant to Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 ** Certification by Interim Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS * Inline XBRL Instance Document -- The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH * Inline XBRL Taxonomy Extension Schema Document
101.CAL * Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF * Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB * Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE * Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 * Cover Page Interactive Data File (formatted as Inline XBRL)
* Filed herewith
** Furnished herewith
60
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 thereunto duly authorized.
LIVEPERSON, INC.
(Registrant)
Date: August 9, 2023 By: /s/ JOHN D. COLLINS
Name: John D. Collins
Title: Interim Chief Executive Officer and Chief Financial Officer (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
61
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.