Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
On October 5, 2021, the Board of Directors (the "Board") of McAfee Corp. (the
"Corporation") appointed Emily Rollins to the Board. Rollins's initial term as a
director will expire at the Corporation's 2023 annual meeting of stockholders.
Rollins will serve on the Audit Committee of the Board. The Corporation intends
to enter into a standard form of indemnification agreement with Rollins, in the
form that is filed as Exhibit 10.36 to the Corporation's Registration Statement
on Form S-1 (File No. 333- 249101), filed with the Securities and Exchange
Commission on October 13, 2020.
Rollins has served in various positions at Deloitte & Touche LLP from September
1992 to September 2020, including most recently as an Audit & Assurance Partner,
specializing in the technology, venture capital and life sciences industries.
Rollins currently serves on the board of Dolby Laboratories, Inc. and on the
board and audit committee of Xometry, Inc. Rollins holds a B.A. in Accounting
and International Relations from Claremont McKenna College.
In addition, as previously announced on September 28, 2021, Terry Hicks departed
from his position as McAfee's Executive Vice President and General Manager,
Consumer Business, effective October 1, 2021. In connection with his departure,
the Corporation and its affiliate Foundation Technology Worldwide LLC ("FTW")
agreed that Hicks would remain eligible to vest in his McAfee restricted stock
units and FTW management incentive units that are otherwise eligible to vest on
October 21, 2021 and to provide him with three months' continuation of executive
financial advisory services.
The foregoing description of the agreement with Hicks does not purport to be
complete and is qualified in its entirety by reference to the full text of the
agreement, which will be filed as an exhibit to a subsequent periodic report
filed with the Securities and Exchange Commission.
Item 7.01 Regulation FD Disclosure.
A copy of the press release announcing the appointment of Emily Rollins to the
Board is attached to this Current Report on Form 8-K as Exhibit 99.1. The
information contained in the accompanying Exhibit 99.1 is being furnished
pursuant to Item 7.01 of Form 8-K and shall not be deemed to be "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), or otherwise subject to the liabilities of that section. The
information contained in the press release shall not be incorporated by
reference into any filing under the Securities Act of 1933, as amended, or
the Exchange Act, whether made before or after the date hereof, except as shall
be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
99.1 Press release dated October 7, 2021
104 The cover page of this Current Report on Form 8-K, formatted in Inline
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