Support.com, Inc. (Form: 8-K, Received: 02/10/2017 15:20:37)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

February 7, 2017

Date of report (Date of earliest event reported)

SUPPORT.COM, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	000-30901	94-3282005
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

900 Chesapeake Dr., Second Floor, Redwood City, CA 94063

(Address of Principal Executive Offices) (Zip Code)

(650) 556-9440

(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

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:

q	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

q	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

q	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

q	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01.

Entry into a Material Definitive Agreement

Previously, Support.com, Inc. (the “ Company ”) and Comcast Cable Communications Management, LLC (“ Comcast ”) entered into a Master Services Agreement, Call Handling Services, effective October 1, 2013 (the “ Agreement ”), attached to which is Statement of Work #3, effective March 21, 2014 (“ SOW#3 ”), covering the Company’s provision of certain sales and customer support services for Comcast’s home security and control offerings to actual and prospective Comcast customers . On June 2, 2016, the Company received a fully executed copy of a change management form entitled “Change Management Form Number 8 to SOW #3” (“ CMF#8 ”), between the Company and Comcast, under which Company would receive additional fees for referring customers that purchase, install and connect certain products and features of Comcast’s home security and control offerings provided during a limited duration program. On July 26, 2016, the Company received a fully executed copy of “Change Management Form Number 9 to SOW #3” (“ CMF#9 ”) between the Company and Comcast, which extends the duration of the program for an additional period of time. On December 14, 2016, the Company received a fully executed copy of Change Management Form #10 to SOW#3 (“ CMF#10 ”) modifying the service level targets previously set forth in SOW#3.

The foregoing descriptions and references to the Agreement, SOW#3, CMF#8, CMF#9 and CMF#10 are qualified in their entirety by reference to the previously disclosed documents, which are incorporated by reference herein.

On February 7, 2017, the Company received a fully executed copy of “Change Management Form Number 11 to SOW #3” (“ CMF#11 ”) between the Company and Comcast, which further extends the duration of the program for an additional period of time.

The foregoing descriptions and reference to CMF#11 are qualified in their entirety by reference to the actual document, which is attached as an exhibit hereto and is incorporated by reference herein.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

10.1 Change Management Form Number 11 to SOW #3 between Comcast and Company, signed February 6, 2017.*

*Portions of the Exhibit have been omitted pursuant to a request for confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

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 hereunto duly authorized.

Date: February 10, 2017

	SUPPORT.COM, INC.

	By:	/s/ Michelle Johnson
	Name:	Michelle Johnson
	Title:	VP, General Counsel & Secretary

EXHIBIT INDEX

Exhibit Number	Description

10.1	Change Management Form #11 to Statement of Work #3, between Comcast and Company, signed February 6, 2017.*

*Portions of the Exhibit have been omitted pursuant to a request for confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

Program: Support.com, Inc. (“Vendor”), XH Remote Support (“SOW 3”) dated March 21, 2014		PCR No.:
Originator: Joy Park		Date: 12/12/16
Department: NCO	Phone #: [ *** ]	Title: Vice President
Locations Impacted: Work at Home
Requested Implementation Date: 01/01/17
Estimated Hours: (LOE)	☒ Billable ☐ Non-Billable	Billing Rate/Hour: See SOW
Fixed Fee Cost (if applicable)
Type of Change: Extend Term of CMF
Scope of Change:	☒ Minor (Anything within current contract)	☐ Major (may require contract amendment) MUST BE REVIEWED BY Business and/or P&L Owner
Reason for Change: Comcast and Vendor agree to extend the term of the CMF for the XH Incentive dated May 24, 2016 as stated in detail below. Unless specifically provided in this Change Management Form, all other terms of SOW 3 remain unchanged.
Area(s) of Change
☐ Accounting/Payroll		☐ Network
☐ Data Processing		☐ Resource Planning
☐ General Facilities		☐ Quality Assurance
☐ Human Resources		☐ Telecom
☐ IT/BI		☐ Training
☐ Operations		☐ Recruiting
☒ Other: Extend Term
Effective January 1, 2017, the parties, for good and valuable consideration, the receipt of which is hereby acknowledged, agree to extend the term of the CMF for the XH Incentive dated May 24, 2016 from [* ] to [ * ]. Notwithstanding the foregoing, Comcast shall have the right to terminate this incentive, at any time and for any reason.