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 7, 2012
OPENTABLE, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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001-34357 |
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94-3374049 |
(State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer |
799 Market Street, 4th Floor, San Francisco, California |
94103 |
(Address of principal executive offices) |
(Zip Code) |
Registrants telephone number, including area code: (415) 344-4200
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) On March 7, 2012, Michelle Peluso notified the Board of Directors of OpenTable, Inc. (the Company) that she will not be standing for re-election as a member of the Companys Board of Directors at the 2012 Annual Meeting of Stockholders. Mrs. Peluso will continue to serve as a member of the Companys Board of Directors until the 2012 Annual Meeting of Stockholders.
This Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that involve risks and uncertainties. These forward-looking statements include any statements regarding the Companys strategic and operational plans. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made and/or managements good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. The Company does not intend, and undertakes no duty, to update this information to reflect future events or circumstances.
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.
Date: March 13, 2012 |
OPENTABLE, INC. | |
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By: |
/s/ John Orta |
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John Orta | |
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Senior Vice President and General Counsel |