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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): December 4, 2020

 

ANGI Homeservices Inc.

(Exact name of registrant as specified in charter)

 

Delaware   001-38220   82-1204801
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

3601 Walnut Street, Suite 700

Denver, CO

  80205
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (303) 963-7200

 

(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 class Trading Symbol(s) Name of each exchange on which registered
Class A Common Stock, par value $0.001 ANGI

The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)

 

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 December 4, 2020, Jamie Cohen notified ANGI Homeservices Inc. (the “Company”) of her resignation as the Company’s Chief Financial Officer, and from each position she holds with each of the Company’s subsidiaries, effective December 31, 2020. Ms. Cohen is resigning to pursue an outside opportunity and will remain with the Company as an advisor through early 2021 to assist in a smooth transition.

 

The Company has commenced a search for Ms. Cohen’s replacement. Until a successor is appointed, Ms. Cohen’s duties and responsibilities as the Company’s Chief Financial Officer will be assumed on an interim basis by Glenn H. Schiffman, age 51, who currently serves on the Company’s Board of Directors and previously served as the Company’s Chief Financial Officer from September 2017 to March 2019, and also serves as Executive Vice President and Chief Financial Officer of IAC since April 2016. There are no arrangements or understandings between Mr. Schiffman and any other person required to be disclosed pursuant to Item 401(b) of Regulation S-K and Mr. Schiffman has no family relationships required to be disclosed pursuant to Item 401(d) of Regulation S-K. Information regarding Mr. Schiffman’s business experience required to be disclosed pursuant to Item 401(e) of Regulation S-K and regarding transactions with the Company required to be disclosed pursuant to Item 404(a) of Regulation S-K is contained in the definitive proxy statement filed by the Company with the Securities and Exchange Commission on April 29, 2020 under the headings “Information Concerning Director Nominees” and is incorporated herein by reference.

 

 

Item 7.01 Regulation FD Disclosure.

 

On December 9, 2020, the Company issued a press release announcing Ms. Cohen’s resignation as Chief Financial Officer and the appointment of Mr. Schiffman as interim Chief Financial Officer. The full text of the related press release, which appears in Exhibit 99.1 hereto, is incorporated herein by reference.

 

Exhibit 99.1 is being furnished under Item 7.01 “Regulation FD Disclosure.”

 

  Item 9.01 Financial Statements and Exhibits.

 

(d)  Exhibits

 

Exhibit No.   Description
99.1   Press Release of ANGI Homeservices Inc., dated December 9, 2020
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

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.

 

  ANGI HOMESERVICES INC.  
   
  By:   /s/ Shannon M. Shaw
  Name: Shannon M. Shaw
  Title: Chief Legal Officer  
Date: December 9, 2020    

 

 

 

 

Exhibit 99.1

 

 

ANGI Homeservices Announces Chief Financial Officer Transition

 

DENVER, Colo., December 9, 2020 (GLOBE NEWSWIRE) -- Today, ANGI Homeservices (NASDAQ: ANGI), a leading digital marketplace connecting millions of homeowners with home service professionals across the globe, announced that Chief Financial Officer Jamie Cohen will step down effective December 31, 2020 to pursue an outside opportunity. IAC Chief Financial Officer Glenn H. Schiffman will also assume the role of interim ANGI Homeservices Chief Financial Officer as the company conducts a search for a permanent replacement. Mr. Schiffman previously served as Chief Financial Officer of ANGI Homeservices from September 2017 through March 2019 when Ms. Cohen was announced as his successor.

 

“Over nearly a decade, Jamie has been key in building a strong financial foundation that has allowed us to scale as we’ve grown into a global, publicly-traded company,” said Brandon Ridenour, Chief Executive Officer, ANGI Homeservices. “I am truly grateful for all of Jamie’s contributions to our success and wish her the best of luck in her next pursuit.”

 

Ms. Cohen will remain in her current role as Chief Financial Officer of ANGI Homeservices through the end of the year before moving to an advisor role for the next few months to ensure a smooth transition.

 

###

 

About ANGI Homeservices Inc.

 

ANGI Homeservices Inc. (NASDAQ: ANGI) turns home improvement jobs imagined into jobs well-done. People throughout North America and Europe rely on us to book quality home service pros across 500 different categories, from repairing and remodeling to cleaning and landscaping. Over 230,000 domestic service professionals actively seek consumer matches, complete jobs or advertise through ANGI Homeservices’ platforms and consumers turn to at least one of our brands to find a pro for more than 25 million projects each year. We’ve established category-transforming products through brands such as HomeAdvisor®, Angie’s List®, Handy and Fixd Repair – as well as international brands such as HomeStars, MyHammer, MyBuilder, Instapro, Travaux and Werkspot. Our marketplaces have enabled more than 150 million consumer-to-pro connections, meaningfully redefining how easily and effectively home pros are discovered and hired.  The Company is headquartered in Denver, Colorado. Learn more at www.angihomeservices.com. 

 

Contacts:

 

IAC/ANGI Homeservices Investor Relations

Mark Schneider

(212) 314-7400

 

 

 

 

ANGI Homeservices Corporate Communications

Mallory Micetich

(303) 963-8352

 

IAC Corporate Communications

Valerie Combs

(212) 314-7361