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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) March 28, 2022
Latch, Inc.
(Exact name of registrant as specified in its charter)
Delaware
001-39688
85-3087759
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
508 West 26th Street, Suite 6G, New York, NY
10001
(Address of principal executive offices)(Zip Code)
(917) 338-3915
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 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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.0001 per shareLTCHThe Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of Common stock at an exercise price of $11.50 per shareLTCHWThe Nasdaq Stock Market LLC
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.
On March 28, 2022 (the “Effective Date”), Latch, Inc. (the “Company”) and Garth Mitchell, Chief Financial Officer and Treasurer, reached an agreement to enable Mr. Mitchell to transition out of the Company to pursue other opportunities, with Mr. Mitchell’s last date of employment being May 10, 2022 (such date, the “Separation Date” and such agreement, the “Transition Agreement”). From the Effective Date until the Separation Date (such period, the “Transition Period”), Mr. Mitchell will serve in the role as Transitioning Chief Financial Officer supporting the transition of his duties to Barry Schaeffer, who was appointed as Interim Chief Financial Officer of the Company on March 28, 2022 (as discussed in more detail below). Mr. Mitchell has agreed to serve the Company in an advisory capacity through August 5, 2022. The Company expresses its appreciation to Mr. Mitchell for his dedicated service to the Company and wishes him well in his future endeavors.
On March 28, 2022, the Board of Directors of the Company (the “Board”) appointed Mr. Schaeffer to serve as Interim Chief Financial Officer and Treasurer of the Company, effective as of March 28, 2022. In such role, Mr. Schaeffer will serve as the Company’s principal financial officer.
Mr. Schaeffer, age 53, joined the Company as Senior Vice President, Finance in August 2021. In such role, Mr. Schaeffer has led the FP&A and operations finance teams. In these capacities, he has been responsible for all financial planning, partnering with IR on guidance, metrics and KPI reporting, and driving operational excellence into the Company’s software and hardware business lines. From September 2019 to November 2020, Mr. Schaeffer served as Senior Vice President of Finance of Talkdesk, a global cloud contact center company, where he served as the top finance executive, leading FP&A, accounting and other finance functions and serving as a member of the executive leadership team. Before joining Talkdesk, he served as Vice President of Finance and FP&A at Anaplan, a business planning software company, from September 2017 to June 2019. He was part of the core initial public offering team for Anaplan and, in his senior financial leadership role, was accountable for Anaplan’s P&L, balance sheet, cash flow and growth plans. He also worked closely with the company’s investor relations function in modeling guidance and performing analytics on key business metrics. Previously, Mr. Schaeffer served as Senior Director of Finance at Nimble Storage, joining the company in March 2015 and remaining there through September 2017 following the company’s acquisition by Hewlett Packard Enterprise. He built the Nimble Storage sales financial organization from the ground up and was accountable for the company’s sales and marketing and capital investments, among other items. Prior to his role with Nimble Storage, Mr. Schaeffer worked in various roles at Trimble Inc. from May 2001 through February 2015. His final position for Trimble was Director of Finance and Business Unit Controller, where he was responsible for all financial functions of the company’s SaaS division. Earlier in his career, Mr. Schaeffer held finance positions at a startup software company and 3Com. Mr. Schaeffer holds a Bachelor’s degree in Electrical Engineering from Lehigh University and an M.B.A. from Carnegie Mellon University.
There are no arrangements or understandings between Mr. Schaeffer and any other person pursuant to which Mr. Schaeffer was selected as an officer of the Company. Mr. Schaeffer does not have any family relationship with any director or executive officer of the Company and does not have any direct or indirect interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
On March 28, 2022, the Board appointed Junji Nakamura to serve as Chief Accounting Officer of the Company, effective as of March 28, 2022. In such role, Mr. Nakamura will serve as the Company’s principal accounting officer. Mr. Mitchell had previously served as the Company’s principal accounting officer and worked closely with Mr. Nakamura in that capacity.
Mr. Nakamura, age 45, joined the Company in April 2020 as Vice President, Corporate Controller and was promoted to Senior Vice President, Corporate Controller in July 2021. In such role, Mr. Nakamura has been responsible for the Company’s accounting operations, shared services, tax, SEC reporting and Sarbanes-Oxley compliance, including playing a critical role in the Company’s 2021 business combination and its transition to a publicly traded company. Prior to joining the Company, he worked at Medidata Solutions, Inc., a global provider of cloud-based solutions for clinical research in life sciences, from 2014 to 2020, where he last served as Vice President, Controller. From 2003 to 2014, Mr. Nakamura worked at Take-Two Interactive Software, Inc., where he last served as Senior Director of Accounting and Consolidation. He began his career in public accounting at Arthur



Andersen LLP and KPMG LLP. Mr. Nakamura received a Bachelor’s degree in Accounting from Binghamton University and is a licensed Certified Public Accountant.
There are no arrangements or understandings between Mr. Nakamura and any other person pursuant to which Mr. Nakamura was selected as an officer of the Company. Mr. Nakamura does not have any family relationship with any director or executive officer of the Company and does not have any direct or indirect interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Pursuant to the Transition Agreement, subject to, among other things, Mr. Mitchell’s continued compliance with the restrictive covenants in any written agreements between Mr. Mitchell and the Company, Mr. Mitchell will be entitled to receive transition compensation of $452,000, representing his 2022 base salary plus target bonus for 2022, and the acceleration of the vesting of 100% of his outstanding unvested stock options and restricted stock units.
On March 28, 2022, the Company and Ali Hussain, Chief Operating Officer, reached an understanding that Mr. Hussain would cease to serve as the Company’s principal operating officer and as an “executive officer” of the Company under Rule 3b-7 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), to enable him to focus his efforts on special projects, strategic initiatives, M&A integration and long-term planning. Mr. Hussain will remain employed with the Company and retain his title as Chief Operating Officer. Luke Schoenfelder, the Company’s Chief Executive Officer and Chairman of the Board, will assume Mr. Hussain’s prior duties and serve as the Company’s principal operating officer.
Item 7.01.    Regulation FD Disclosure.
On March 29, 2022, the Company issued a press release related to the information described in Item 5.02 above (the “Press Release”). A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information set forth in Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act 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 Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01.    Financial Statement and Exhibits.

Exhibit
Number
Description
99.1
104Cover Page Interactive Data File, formatted in Inline XBRL (included as Exhibit 101).



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.

  Latch, Inc.
   
Date:March 29, 2022By:/s/ Luke Schoenfelder
  Name:Luke Schoenfelder
  Title:Chief Executive Officer



Exhibit 99.1
Latch makes operational changes to enable continued growth
 
New York, NY (March 29, 2022) - Latch, Inc. (NASDAQ: LTCH), maker of LatchOS, the full-building enterprise software-as-a-service (SaaS) platform, today announced organizational changes to its leadership team. After more than three high-growth years, Garth Mitchell is transitioning out of the Company to pursue other opportunities. Mr. Mitchell's last day will be May 10. Effective immediately, Barry Schaeffer will assume Mr. Mitchell’s duties as interim Chief Financial Officer.  Mr. Mitchell will provide advisory services to the Company to facilitate a smooth transition of his duties to Mr. Schaeffer. The Company has already begun a search process for a new CFO to support Latch’s continued growth.
 
Mr. Schaeffer joined Latch as Senior Vice President, Finance in August 2021. He has led the FP&A and operations finance teams at Latch. Mr. Schaeffer has been responsible for all financial planning, partnering with IR on guidance, metrics, and KPI reporting, and driving operational excellence in the Company’s software and hardware business lines.  

Junji Nakamura will also assume a new role as Chief Accounting Officer. Mr. Nakamura joined Latch in April 2020 and most recently served as Senior Vice President, Corporate Controller. He played an instrumental role in our successful IPO last year and has been responsible for the Company’s accounting operations, shared services, tax, SEC reporting, and Sarbanes-Oxley compliance.  

“I am thankful to have been part of this team and will be cheering for Latch’s continued success. Latch remains extremely well positioned to drive sustainable long-term growth in the accelerating multifamily technology market,” said Mr. Mitchell. 
 
As part of this operational evolution, Ali Hussain's duties are also shifting. Mr. Hussain will retain his title as Chief Operating Officer but will be stepping down as an executive officer and principal operating officer. This change will enable him to focus his efforts on special projects and strategic initiatives across the Company at this important inflection point.
 
“These changes are an important part of this next phase of our growth. I am extremely grateful to have worked with Ali and Garth in their roles, as they helped lead impressive year-over-year revenue and team growth during their tenures, including building a world-class finance organization led by Barry Schaeffer, Latch’s new interim CFO, and Junji Nakamura, Latch’s new Chief Accounting Officer. We look forward to continuing to deliver amazing experiences for our customers and increasing value for our shareholders through these changes,” said Luke Schoenfelder, Latch’s CEO and Co-Founder.

About Latch, Inc.
Latch makes spaces better places to live, work, and visit through a system of software, devices, and services. More than one in ten new apartments in the U.S. are currently being built with Latch products, serving customers in more than 43 states through its flagship full-building operating system, LatchOS. For more information, please visit https://www.latch.com.

FORWARD-LOOKING STATEMENTS
This release contains certain forward-looking statements within the meaning of the federal securities laws, including statements regarding adoption of Latch’s technology and products. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "would," "will continue," "will likely result," and similar expressions. Forward-looking statements are predictions, projections, and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Forward-looking information includes, but is not limited to, statements regarding: the Company’s future products, performance, and operations, and the related benefits to shareholders, customers, and residents and the Company’s strategy. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including Latch’s ability to implement business plans and changes and developments in the industry in



which Latch competes. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section of our most recent Annual Report on Form 10-K and other documents filed by Latch from time to time with the Securities and Exchange Commission (the “SEC”). These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and the Company assumes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law, including the securities laws of the United States and the rules and regulations of the SEC. The Company does not give any assurance that it will achieve its expectations.

CONTACTS

Investors
investors@latch.com

Media
press@latch.com