UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
November 29, 2017
Date of Report (Date of earliest event reported)
IMMERSION CORPORATION
(Exact name of Registrant as specified in its charter)
| Delaware | 000-27969 | 94-3180138 | ||
|
(State or other jurisdiction of incorporation) |
(Commission file number) |
(I.R.S. Employer Identification No.) |
||
| 50 Rio Robles, San Jose, CA | 95134 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(408) 467-1900
(Registrant’s telephone number, including area code)
Not Applicable
(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 obligations of the registrant under any of the following provisions (see General Instruction A.2 below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b)
On November 29, 2017, Victor Viegas has agreed to resign as Chief Executive Officer and a director of Immersion Corporation (“ Immersion ”).
Carl Schlachte, Chairman of the Board of Directors of Immersion, will serve as interim Chief Executive Officer.
(c)
As described above, Mr. Schlachte will serve as interim Chief Executive Officer of Immersion. Mr. Schlachte has served as a member of Immersion’s Board of Directors since June 2011 and Chairman of the Board since July 2012. Mr. Schlachte is Chairman, President and CEO of Ventiva, Inc., which designs and develops thermal management technologies for consumer applications in mobile computing, power electronics and LED lighting. Prior to that, Mr. Schlachte was Chairman of the Board of MOSAID Technologies Incorporated, an IP company focused on the licensing and development of semiconductor and communications technologies and was President and CEO of ARC International, a provider of multimedia solutions to semiconductor companies worldwide. From October 2010 to 2016, Mr. Schlachte served on the Board of Peregrine Semiconductor Corp. He holds a B.S. from Clemson University.
(e)
Separation Agreement with Mr. Viegas
Immersion and Mr. Viegas are parties to an Employment Agreement dated October 21, 2009 (the “ Employment Agreement ”). Immersion and Mr. Viegas agreed that his resignation shall be treated as a termination without “Cause” under the Employment Agreement. Under the Employment Agreement, in exchange for his entry into a full general release in favor of the Company, Mr. Viegas would be entitled to receive a severance payment in the amount of 12 months salary and payment of COBRA premiums for 12 months, as well as immediate acceleration of 70% of the then unvested equity awards held by him.
Mr. Viegas’ actual separation arrangements have not yet been determined.
Compensation Arrangements with Mr. Schlachte
Mr. Schlachte’s compensation arrangements as interim Chief Executive Officer have not yet been determined. During his service as interim Chief Executive Officer, Mr. Schlachte will not receive any cash compensation as Chairman and a member of the Immersion Board of Directors.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| 99.01 | Press release dated November 30, 2017 |
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.
| I MMERSION C ORPORATION | ||||
| Date: November 30, 2017 | By: |
/s/Amie Peters |
||
| Name: Amie Peters | ||||
| Title: General Counsel | ||||
Exhibit 99.01
Investor and Media Contacts:
Nancy Erba
+1 408.350.8850
nerba@immersion.com
Jennifer Jarman
The Blueshirt Group
+1 415.217.5866
jennifer@blueshirtgroup.com
IMMERSION ANNOUNCES APPOINTMENT OF CARL SCHLACHTE, CHAIRMAN
OF THE BOARD, AS INTERIM CHIEF EXECUTIVE OFFICER
SAN JOSE, Calif.—November 30, 2017 – Immersion Corp. (Nasdaq: IMMR), the leading developer and licensor of touch feedback technology, today announced that at the request of the Board of Directors, Vic Viegas has agreed to resign as Chief Executive Officer and as a director.
Carl Schlachte, currently Chairman of the Board, has been unanimously elected by the Board as Interim CEO. Mr. Schlachte joined the Immersion Board in 2011 and was elected as Chairman in 2012. He currently serves as Chairman and CEO of Ventiva, Inc., which designs and develops thermal management technologies for consumer applications in mobile computing, power electronics and LED lighting. He will continue to serve as Chairman of the Board of Immersion during his tenure as Interim CEO.
“After a thorough review of our business and strategy, the Board has decided to pursue new leadership for the company. We are commencing a search for a permanent CEO, and until the completion of this process, I am honored that the Board has put its trust in me to serve as Interim CEO,” said Mr. Schlachte. “On behalf of the Board, I want to thank Vic for his years of dedicated service to Immersion. We wish him the very best.”
“Immersion’s recently announced licensing agreements continue to demonstrate that the technology and IP developed by our employees have significant value around the world,” Mr. Schlachte said. “As a long-time Board member, I am a deep believer in the value of our haptic technology solutions, as well as in our innovative culture and strong intellectual property portfolio. I am excited about the opportunities in front of Immersion.”
About Immersion
Immersion is the leading innovator of touch feedback technology, also known as haptics. The company provides technology solutions for creating immersive and realistic experiences that enhance digital interactions by engaging users’ sense of touch. With more than 2,600 issued or pending patents, Immersion’s technology has been adopted in more than 3 billion digital devices, and provides haptics in mobile, automotive, advertising, gaming, medical and consumer electronics products. Immersion is headquartered in San Jose, California with offices worldwide. Learn more at www.immersion.com.
Forward Looking Statements
This press release contains “forward-looking statements” that involve risks and uncertainties, as well as assumptions that, if they never materialize or prove incorrect, could cause the results of Immersion Corporation and its consolidated subsidiaries to differ materially from those expressed or implied by such forward-looking statements. All statements, other than the statements of historical fact, are statements that may be deemed forward-looking statements, including, but not limited to, statements regarding the company’s leadership transition, the benefits of Immersion’s technology and its business strategy.
Immersion’s actual results might differ materially from those stated or implied by such forward-looking statements due to risks and uncertainties associated with Immersion’s business, which include, but are not limited to: unanticipated difficulties and challenges encountered in product development efforts by Immersion and its licensees; adverse outcomes in any future intellectual property-related litigation and the costs related thereto; the effects of the current macroeconomic climate; delay in or failure to achieve adoption of or commercial demand for Immersion’s products or third party products incorporating Immersion’s technologies; and a delay in or failure to achieve the acceptance of touch feedback as a critical user experience. Many of these risks and uncertainties are beyond the control of Immersion.
For a more detailed discussion of these factors, and other factors that could cause actual results to vary materially, interested parties should review the risk factors listed in Immersion’s most current Form 10-K, and Form 10-Q, both of which are on file with the U.S. Securities and Exchange Commission. The forward-looking statements in this press release reflect Immersion’s beliefs and predictions as of the date of this release. Immersion disclaims any obligation to update these forward-looking statements as a result of financial, business, or any other developments occurring after the date of this release.
Immersion and the Immersion logo are trademarks of Immersion Corporation in the United States and other countries. All other trademarks are the property of their respective owners.
(IMMR - C)
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