LOCK Lifelock, Inc. (delisted)

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 4, 2016

LifeLock, Inc.

(Exact name of registrant as specified in its charter)

60 East Rio Salado Parkway, Suite 400

Tempe, Arizona 85281

(Address of principal executive offices and zip code)

(480) 682-5100

(Registrant’s telephone number, including area code)

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 (see General Instruction A.2. below):

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Chief Financial Officer Transition

On March 7, 2016, LifeLock, Inc. (“LifeLock” or the “Company”) announced that Douglas Jeffries had been appointed as Chief Administrative Officer of the Company. Following the release of the Company’s second quarter of fiscal 2016 financial results (the “Transition Time”), Mr. Jeffries will also succeed Chris Power as the Company’s Chief Financial Officer and Mr. Power will transition to a non-executive employee advisory role with the Company.

Mr. Jeffries, 59, most recently served as Chief Financial Officer of Xero, a New Zealand-based software company. From December 2012 through March 2015, he served as the Chief Financial Officer of RetailMeNot, Inc., a marketing services company. From October 2010 to June 2012, Mr. Jeffries served as Executive Vice President & Chief Financial Officer of Taleo Corporation, a database vendor, where he helped guide the company through its acquisition by Oracle. Previously, he worked as Chief Financial Officer at Palm, Inc. from December 2008 through the completion of the acquisition of Palm by Hewlett Packard Company in August 2010. He holds an M.B.A. from the University of Southern California and a B.S. in accounting from California State University, Chico.

In connection with his employment with the Company, the Company and Mr. Jeffries entered into an employment agreement, dated as of March 4, 2016 (the “Jeffries Employment Agreement”) which provides that Mr. Jeffries will be paid an annual base salary of $400,000 and will be eligible for a bonus of 65% of his base salary as determined by the Board, prorated based on the number of days Mr. Jeffries is employed during the year. Mr. Jeffries will also be eligible to participate in the Company’s employee benefit plans made available to similarly situated employees of the Company. Mr. Jeffries will also be reimbursed for reasonable temporary living expenses and travel expenses up to $4,500 per month.

The Jeffries Employment Agreement also provides that subject to the approval of the Board or an authorized committee thereof, Mr. Jeffries will be granted (i) a number restricted stock units or restricted stock, as may be determined by the Board, equal to $500,000 and (ii) stock options with a grant date fair value of $500,000. 25% of these equity awards will vest on the one year anniversary of the date of grant and 75% will vest over the three years thereafter, subject to Mr. Jeffries continued service on each vesting date.

If Mr. Jeffries is terminated without Cause (as defined in the Jeffries Employment Agreement) or terminates his employment as a result of Constructive Termination (as defined in the Jeffries Employment Agreement), Mr. Jeffries will be entitled to continued payment of his base salary for 12 months plus 24 times the monthly COBRA premiums (including the two-percent (2%) administrative charge) that would be necessary to permit Mr. Jeffries to continue group insurance coverage under the Company’s plans for a period of 12 months. Further, in the event of a Change in Control (as defined in the Company’s 2012 Incentive Compensation Plan or any successor plan) during the period beginning two months prior to the Change of Control and ending 12 months

following such Change of Control, Mr. Jeffries’ employment is terminated without Cause or Mr. Jeffries terminates his employment as a result of a Constructive Termination, then all equity awards that are subject to time-based vesting will and become fully vested as of the date of the termination of Mr. Jeffries’ employment.

There is no arrangement or understanding between Mr. Jeffries and any other persons pursuant to which Mr. Jeffries was selected as an officer. There are no family relationships between Mr. Jeffries and any director or executive officer of the Company and, other than as described above, no transactions involving Mr. Jeffries that would require disclosure under Item 404(a) of Regulation S-K.

Power Employment Agreement

In connection with his employment transition, on March 7, 2016, Mr. Power entered into a third amended and restated employment agreement (the “Power Employment Agreement”) with the Company. Pursuant to the Power Employment Agreement, Mr. Power will serve as Chief Financial Officer through the Transition Time and then will be employed by the Company in a non-executive advisory role until December 31, 2016 or, if earlier, the termination of the Power Employment Agreement in accordance with its terms (either, the “Last Date of Service”). Mr. Power will continue to receive his current base salary and continue to be eligible to participate in the Company’s employee benefit plans made available to key executives of the Company until the Last Date of Service. In addition, through the Last Date of Service, Mr. Power will remain eligible to vest in any outstanding equity awards.

Provided that Mr. Power’s employment is not terminated by him prior to the Transition Time or by the Company for Cause (as defined in the Power Employment Agreement) and subject to the execution by Mr. Power of a standard release agreement in favor of the Company, Mr. Power will receive the same transition and termination benefits he was entitled to under his prior employment agreement. In addition, if Mr. Power remains employed through the Transition Time, the Company will pay to him, in a lump sum payment on the Last Date of Service, (i) his pro-rated corporate bonus for 2016 through the Transition Time, plus (ii) a retention payment of $150,000, subject to applicable withholding. In addition, subject to execution and compliance with the release agreement, Mr. Power’s ability to exercise his stock options that are vested as of the Last Date of Service will be extended for a period of three months.

A copy of the press release which announces the appointment of Mr. Jeffries as Chief Administrative Officer and the planned Chief Financial Officer transition is filed as Exhibit 99.1 to this Current Report on Form 8-K.

The descriptions of the Jeffries Employment Agreement and the Power Employment Agreement contained herein are qualified in their entirety by reference to the full text of the Jeffries Employment Agreement and the Power Employment Agreement, respectively, which will be filed as exhibits to the Company’s Form 10-Q Quarterly Report for the quarter ending March 31, 2016.

Item 7.01 Regulation FD

In a press release dated March 7, 2016, the Company confirmed its first quarter and full year financial guidance for fiscal 2016.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: March 7, 2016

EXHIBIT INDEX

Exhibit 99.1

LifeLock Appoints Douglas Jeffries Chief Administrative Officer

Jeffries to Assume Chief Financial Officer Duties after 2016 Q2 Earnings Release

TEMPE, Ariz. – March 7, 2016 – LifeLock, Inc. (NYSE: LOCK), an industry leader in identity theft protection, today announced that Douglas Jeffries has been named chief administrative officer, effective immediately. Jeffries will initially oversee business development, infrastructure, and risk management and will report to LifeLock’s chief executive officer, Hilary Schneider.

In addition, Chris Power, the company’s chief financial officer, has announced his intention to transition out of his current role after the second quarter earnings release. At that time, Jeffries will succeed Power as chief financial officer, and Power will continue to serve in an advisory capacity with the company to ensure a smooth transition. LifeLock also affirmed its first quarter and full-year guidance for 2016, which it issued on February 10, 2016 with its 2015 earnings results.

Jeffries has more than 25 years of senior leadership experience in finance and operations, the last 15 in the technology industry. He has served as chief financial officer at RetailMeNot, Taleo Corp and Palm, Inc, and vice president of finance and chief accounting officer of eBay. Most recently, he served as executive vice president and chief financial officer of Xero.

“We thank Chris for his significant contributions to LifeLock over the past five years, including successfully taking the company public in 2012,” said Schneider. “Chris has been a vital member of our leadership team during an important period in our history, demonstrating financial leadership that was critical to the company’s success. We appreciate his help in ensuring a smooth and orderly transition.”

Power added, “Now that we have successfully finalized our CEO succession, this is a natural time for this transition. I’m proud to have been a part of building such a great company and grateful for the opportunity to build the strong team that will continue to guide LifeLock to continued success.”

“This is a tremendous opportunity,” said Jeffries. “LifeLock is the leader in an industry that continues to grow and will only become more important as the threats to our identities evolve and proliferate. I look forward to working with Hilary and the rest of her talented team to ensure that the company is best positioned to capitalize on opportunities to innovate and differentiate its services going forward.”

Before joining the technology industry in 1996, Jeffries held senior finance and information technology leadership roles in the health care industry. He began his career at Price Waterhouse Coopers, where he worked from 1979 to 1990 in the firm’s Sacramento, New York and San Francisco offices.

Jeffries holds a B.S. in Accounting from California State University-Chico and an MBA from the University of Southern California.

About LifeLock

LifeLock, Inc. (NYSE:LOCK) is a leading provider of proactive identity theft protection services for consumers and consumer risk management services for enterprises. LifeLock’s threat detection, proactive identity alerts, and comprehensive remediation services help provide peace of mind for consumers amid the growing threat of identity theft. Leveraging unique data, science and patented technology from ID Analytics, Inc., a wholly owned subsidiary, LifeLock offers identity theft protection that goes significantly beyond credit monitoring. As part of its commitment to help fight identity theft, LifeLock works to train law enforcement and partners with a variety of non-profit organizations to help consumers establish positive habits to combat this threat.

Forward-Looking Statements

This press release contains “forward-looking” statements, as that term is defined under the federal securities laws, including statements regarding organizational changes, along with its impact on the future performance of our business, as well as our expected total revenue, profitability, long-term growth prospects, business performance expectations, adjusted net income per diluted share, adjusted EBITDA, and free cash flow for the first quarter of 2016 and for fiscal year 2016. These forward-looking statements are based on our current assumptions, expectations, and beliefs and are subject to substantial risks, uncertainties, assumptions, and changes in circumstances that may cause our actual results, performance, or achievements to differ materially from those expressed or implied in any forward-looking statement.

The risks and uncertainties referred to above include, but are not limited to, continuation of the trends in our business and our ability to execute on our business plans; risks associated with our ability to generate revenue, control costs and maintain profitability; variability in our cash flows; risks associated with our business, including our ability to protect our customers’ confidential information; our ability to maintain and enhance our brand recognition and reputation; the competitive nature of the industries in which we conduct our business; our ability to retain our existing customers and attract new customers; our ability to improve our services and develop and introduce new services with broad appeal; and our ability to maintain existing and secure new relationships with strategic partners. Further information on these and other factors that could affect the forward-looking statements in this press release is included in our SEC filings, including our Annual Report on Form 10-K for the year ended December 31, 2015, particularly under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. Copies of these documents are available on our Investor Relations website at http://investor.lifelock.com/ or the SEC’s website at www.sec.gov.

We assume no obligation and do not intend to update these forward-looking statements, except as required by law.

Media Contact:

Kelley Bonsall, 480-457-2170

Media@lifelock.com

Investor Relations Contact:

Jamison Manwaring, VP, Investor Relations

480-457-5000

Investor.relations@lifelock.com

Lifelock, Inc. (delisted) (NYSE:LOCK)
Historical Stock Chart
Von Jul 2024 bis Jul 2024

Lifelock, Inc. (delisted) (NYSE:LOCK)
Historical Stock Chart
Von Jul 2023 bis Jul 2024