(Edgar Glimpses Via Acquire Media NewsEdge) Item 2.02. Results of Operations and Financial Condition.
On January 31, 2013, Brightcove Inc. (the "Company") issued a press release
announcing certain financial and other information for the quarter and year
ended December 31, 2012. The full text of the press release and the related
attachments are furnished as Exhibit 99.1 hereto and incorporated herein by
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Appointment of Chief Executive Officer
The Board of Directors (the "Board") of the Company has appointed David Mendels
as Chief Executive Officer of the Company, such appointment to be effective as
of March 31, 2013.
Mr. Mendels, age 46, has served as the Company's President and Chief Operating
Officer since 2010 and has served as one of the Company's directors since 2009.
Prior to joining the Company, Mr. Mendels served as Senior Vice President and
General Manager at Adobe Systems Incorporated, a software company, from December
2005 to August 2008. He joined Adobe when it acquired Macromedia, where he was a
member of the executive team and Executive Vice President and General Manager.
Mr. Mendels joined Macromedia in 1992 and served in many roles, including
leading Japan sales and establishing Macromedia K.K. in the 1990s, leading
Worldwide Marketing, and as General Manager of Macromedia's web publishing
business unit. Mr. Mendels holds a B.A. in East Asian Studies from Wesleyan
University and an M.A. in Japanese from the University of California at
Berkeley. Mr. Mendels was selected to serve on the Company's Board due to his
extensive background in the Internet and software industries.
There are no family relationships between Mr. Mendels and any director or
executive officer of the Company, and Mr. Mendels has no direct or indirect
material interest in any transaction required to be disclosed pursuant to
Item 404(a) of Regulation S-K.
Resignation of Chief Executive Officer
Mr. Mendels will succeed Jeremy Allaire, who has resigned from his position as
Chief Executive Officer effective as of March 31, 2013. Mr. Allaire will
continue to serve as Chairman of the Company's Board until March 31, 2013, at
which time he will become the Board's Executive Chairman.
Resignation of Director; Appointment of Nominating and Corporate Governance
On January 30, 2013, James Breyer resigned from the Company's Board and as the
Chair of the Company's Nominating and Corporate Governance Committee.
Mr. Breyer's resignation was not due to any disagreement with the Company or any
matter relating to the Company's operations, policies or practices.
David Orfao, a member of the Company's Nominating and Corporate Governance
Committee, will succeed Mr. Breyer as Chair of the Company's Nominating and
Corporate Governance Committee.
Item 7.01. Regulation FD Disclosure.
On January 31, 2013, the Company issued a press release announcing certain
changes to the Company's executive leadership and Board. The full text of the
press release and the related attachments are furnished as Exhibit 99.1 hereto
and incorporated herein by reference.
The information in this Report on Form 8-K and Exhibit 99.1 attached hereto is
intended to be furnished and 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 filing.
--------------------------------------------------------------------------------Item 9.01. Financial Statements and Exhibits.
99.1 Press Release of Brightcove Inc. dated January 31, 2013, including