SEC Form 8-K Summary
Company: Grid Dynamics Holdings, Inc. Reporting date: February 23, 2022. The filing was signed on March 1, 2022 and reports the appointment of a new director under Item 5.02.
Business Context and Reporting Period
Grid Dynamics is a Delaware corporation whose common stock trades on Nasdaq under the symbol GDYN. This filing is not a periodic financial report and does not provide operating or financial results for a reporting period.
Board Appointment and Compensation
- Patrick Nicolet was appointed to the Board of Directors as a Class III director on February 23, 2022.
- His term expires at the Company’s 2022 Annual Meeting of Stockholders.
- Mr. Nicolet is Managing Partner of Line Break Capital Ltd., a technology-brokering company focused on distributed computing, which he founded in January 2021.
- He previously held various positions at Capgemini SE, including seven years as a Group Executive Board member.
- He is eligible for the Company’s standard non-employee director compensation, consisting of cash and equity compensation.
- The Company will enter into its standard indemnification agreement with Mr. Nicolet.
- He was not expected to serve on any Board committees at the time of disclosure.
Financial Metrics and Liquidity
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, balance sheet data, or other financial metrics.
Material Changes, Outlook, and Risks
The material change disclosed is the addition of Mr. Nicolet to the Board. The filing provides no financial guidance, business outlook, management forecast, contingencies, or specific risk disclosures. It states that Mr. Nicolet has no reportable direct or indirect interest in related-party transactions, no disclosed family relationship with directors or executive officers, and no arrangement with another person concerning his appointment.
Investor Verification Points
- Verify the effective appointment date and the expiration of the Class III term at the 2022 Annual Meeting.
- Review the Company’s standard outside-director cash and equity compensation arrangements and indemnification agreement.
- Review Exhibit 99.1, the press release announcing the appointment.
- Note the filing’s differing dates: the reported event occurred February 23, the press release is dated February 28, and the Form 8-K was signed March 1.