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BOINGO WIRELESS INC FILES (8-K) Disclosing Results of Operations and Financial Condition, Change in Directors or Principal Officers, Financial Statements and Exhibits
[August 07, 2014]

BOINGO WIRELESS INC FILES (8-K) Disclosing Results of Operations and Financial Condition, Change in Directors or Principal Officers, Financial Statements and Exhibits


(Edgar Glimpses Via Acquire Media NewsEdge) Item 2.02. Results of Operations and Financial Condition On August 7, 2014, Boingo Wireless, Inc. (the "Company") issued a press release announcing its financial results for the second quarter ended June 30, 2014. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.



The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 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 Securities Exchange Act of 1934, except as expressly set forth by specific reference in such a filing.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


Director Resignation On August 5, 2014, Sky Dayton, the Chairman of the Company's Board of Directors (the "Board"), resigned from the Board effective immediately. Mr. Dayton's resignation is not the result of any disagreement relating to the Company's operations, policies or practices.

Appointment of New Chairman of the Board and Lead Independent Director In connection with Mr. Dayton's resignation, the Board appointed David Hagan, the Company's Chief Executive Officer and member of the Board, as the new Chairman of the Board. In addition, the Board appointed Charles Boesenberg, one of the Company's independent directors, as the Board's Lead Independent Director.

Changes to Nominating and Corporate Governance Committee Membership Mr. Dayton was the Chairman of the Nominating and Corporate Governance Committee of the Board. Therefore, in connection with his resignation, the Board has appointed Chuck Davis, currently a member of the Nominating and Corporate Governance Committee, as its Chairman. In addition, the Board has appointed Terrell Jones as a member of the Nominating and Corporate Governance Committee.

Item 9.01. Financial Statements and Exhibits (d) Exhibits See the Exhibit Index attached to this report.

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