SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
September 18, 2017
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
1455 Market Street, Suite 600
San Francisco, CA 94103
(Address of principal executive offices, including zip code)
(Registrants telephone number, including area code)
(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 (see General Instruction A.2. below):
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Emerging growth company ☐
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 18, 2017, the board of directors (the Board) of Square, Inc. (the Company) increased the size of the Board to ten directors and appointed Naveen Rao to the Board as a Class III director and as a member of the Compensation Committee.
Mr. Rao, age 42, currently serves as Corporate Vice President and General Manager of the Artificial Intelligence Products Group at Intel Corporation, after serving as Vice President and General Manager of Artificial Intelligence Solutions from August 2016 to March 2017. In February 2014, Mr. Rao co-founded Nervana Systems, Inc. and served as Chief Executive Officer until Nervanas acquisition by Intel in August 2016. There is no arrangement or understanding between Mr. Rao and any other persons pursuant to which Mr. Rao was appointed as a director. Furthermore, there are no family relationships between Mr. Rao and any director or executive officer of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Mr. Rao will receive the Companys standard remuneration for non-employee directors in accordance with the Companys Outside Director Compensation Policy, as described in the proxy statement relating to the Companys 2017 annual meeting of stockholders. Mr. Rao has also executed the Companys standard form of indemnification agreement.
A copy of the press release announcing Mr. Raos appointment is filed as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
|99.1||Press Release, dated September 21, 2017.|
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.
|By:||/s/ Jason S. Gao|
Jason S. Gao
Date: September 21, 2017