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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
Date of Report (Date of earliest event reported): August 27, 2024 DOMO, INC.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-38553 | | 27-3687433 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
802 East 1050 South
American Fork, UT 84003
(Address of principal executive offices, and Zip Code)
Registrant’s telephone number, including area code: (801) 899-1000
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 obligation of the registrant under any of the following provisions:
☐ 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))
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| Securities registered pursuant to Section 12(b) of the Act: |
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| Title of each class | | Trading symbol(s) | | Name of each exchange on which registered |
| Class B Common Stock, par value $0.001 per share | | DOMO | | The Nasdaq Global Market |
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| ☐ | Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). |
| ☐ | 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.
Resignation and Appointment of Chief Financial Officer
On August 27, 2024, Domo, Inc. (the “Company”) appointed Tod Crane as the Company’s chief financial officer, effective November 1, 2024. Mr. Crane will succeed David Jolley, who notified the Company on August 27, 2024 of his intent to step down as chief financial officer of the Company, effective November 1, 2024. Mr. Jolley’s resignation is not due to any disagreements between Mr. Jolley and the Company on any matter relating to the Company’s operations, policies or practices. Mr. Jolley will continue as an employee of the Company, serving as senior adviser, finance, effective November 1, 2024.
Mr. Crane, age 40, was appointed senior vice president, finance in December 2023, after serving as vice president, finance from May 2023 to December 2023, senior director, finance and accounting from February 2021 to May 2023, director, revenue and financial reporting from October 2019 to February 2021, director, financial reporting from March 2018 to October 2019, and manager, financial reporting from November 2015 to March 2018.
Prior to joining the Company, Mr. Crane was an assurance manager at Ernst & Young from 2010 to 2015. Mr. Crane holds a Master of Accountancy and a B.S. in accounting from Brigham Young University.
In connection with his appointment, Mr. Crane’s annual base salary for 2024 was increased to $400,000 and his target bonus for 2024 was increased to $250,000. In connection with his appointment, Mr. Crane is eligible to receive equity awards under the Company’s 2018 Equity Incentive Plan (the “Plan”). On August 27, 2024 (the “Initial Award Grant Date”), pursuant to the Plan, Mr. Crane received an initial equity award of 50,000 restricted stock units (“RSUs”) having an approximate value equal to $395,000, with one-quarter of the RSUs vesting on the first quarterly vest date that is on or after the one-year anniversary of the Initial Award Grant Date, and as to one-sixteenth of the RSUs on each subsequent Company Vest Date, subject to Mr. Crane continuing to be a Service Provider (as defined in the Plan) through each relevant vesting date.
Mr. Crane will continue to be bound by his existing confidentiality and invention assignment agreement, and will enter into a standard indemnification agreement in the form previously approved by the Board, filed as Exhibit 10.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2024. The foregoing description of the company’s indemnification agreement with him does not purport to be complete, and is qualified in its entirety by reference to the complete text of the Company’s form of indemnification agreement. Any change of control or severance benefits he may be entitled to may be determined at a later date.
There are no family relationships between Mr. Crane and any director or executive officer of the Company that require disclosure under Item 401(d) of Regulation S-K. Other than with respect to his employment with the Company, there are no transactions between Mr. Crane or any member of his immediate family, on the one hand, and the Company or any of its subsidiaries, on the other hand, that require disclosure under Item 404(a) of Regulation S-K. Furthermore, there are no arrangements or understandings between Mr. Crane and any other persons pursuant to which Mr. Crane was selected as chief financial officer.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit
No. | | Description | |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
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.
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| | DOMO, INC. |
Date: August 30, 2024 | |
By: | |
/s/ David Jolley |
| | | | David Jolley |
| | | | Chief Financial Officer |
Domo Announces CFO Transition
David Jolley to step down as Chief Financial Officer, moving to Senior Advisor role
Tod Crane to be promoted to Chief Financial Officer
SILICON SLOPES, Utah – August 29, 2024 – Today Domo (Nasdaq: DOMO) announced that David Jolley will step down as Domo’s Chief Financial Officer due to personal health challenges. He will transition out of the CFO role at the end of the third quarter, and after that time, will continue to support the company and its executive team as a Senior Advisor.
Domo’s SVP of Finance, Tod Crane, will be promoted to Chief Financial Officer. Joining Domo in 2015, Tod has held several finance leadership roles, and in recent months, has worked closely with David across all aspects of Domo’s financial operations and investor relationships.
“I want to thank David for his contributions as CFO at Domo. His passion for innovation and growth drove strong operational excellence and efficiency, and I am grateful for his leadership and partnership,” said Josh James, founder and CEO, Domo. “Thankfully, we will still have David in a senior advisory capacity, and I am delighted to have Tod Crane step into the CFO role. I have had the pleasure of working closely with Tod over his nearly decade tenure at Domo, and I strongly believe Tod has the experience and insights Domo needs for our path back to growth.”
“Over the past year or so, I have experienced significant complications with my eyesight, including having lost over 90% of the vision in my right eye. Despite several surgeries to remediate the issues, I was recently informed that my eyesight cannot be corrected and in fact, am at a high risk of losing the vision in my left eye as well. After a lot of reflection and conversations, I’ve decided that it is time for me to move out of the day-to-day role of CFO,” commented Jolley. “I’m incredibly honored to have served as Domo’s CFO, and for the opportunity ahead to stay involved as a Senior Advisor. I have the utmost confidence in Tod Crane, given his deep financial knowledge and expertise of Domo, and I look forward to a very long relationship with the company.”
About Tod Crane
Tod Crane has been a strategic member of Domo’s Finance team for nearly 10 years, where he has overseen areas including FP&A, SEC reporting, debt
and equity transactions, and revenue recognition. He brings over 15 years of finance leadership experience to his role as CFO at Domo, and plays a key role in the company’s strategic planning and investor relations. Prior to joining Domo, Tod spent more than five years at Ernst & Young, where he advised public companies in a variety of industries.
About Domo
Domo puts data to work for everyone so they can multiply their impact on the business. Our cloud-native data experience platform goes beyond traditional business intelligence and analytics, making data visible and actionable with user-friendly dashboards and apps. Underpinned by AI, data science and a secure data foundation that connects with existing cloud and legacy systems, Domo helps companies optimize critical business processes at scale and in record time to spark the bold curiosity that powers exponential business results.
For more information, visit www.domo.com. You can also follow Domo on LinkedIn, X and Facebook.
Domo is a registered trademark of Domo, Inc.
Forward-Looking Statements
This press release contains forward-looking statements or information within the meaning of applicable securities legislation, including Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements of our Chief Financial Officer and regarding our future opportunities, growth and go-to-market capabilities. Forward-looking statements are subject to risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. Actual results may differ materially from the results predicted, and reported results should not be considered as an indication of future performance. The potential risks and uncertainties that could cause actual results to differ from the results predicted include, among others, those risks and uncertainties included under the caption “Risk Factors” and elsewhere in our filings with the SEC, including, without limitation, the Annual Report on Form 10-K for the fiscal year ended January 31, 2024 filed with the SEC on March 28, 2024 and the Quarterly Report on Form 10-Q for the fiscal quarter ended April 30, 2024 filed with the SEC on June 7, 2024. All information
provided in this press release is as of the date hereof, and we undertake no duty to update, republish, or revise this information unless required by law.