LivePerson (LPSN) assigns new directors to audit and compensation committees

Rhea-AI Filing Summary

LivePerson, Inc. filed an amended report to update prior disclosures about recent additions to its Board of Directors. The company previously appointed Ryan L. Vardeman to the Board on October 14, 2025 and Nathan “Tripp” Lane on November 7, 2025.

As of January 22, 2026, the Board assigned Mr. Lane to serve on the Audit Committee and Mr. Vardeman to serve on the Compensation Committee. No other changes were made to the earlier reports, so this update is limited to clarifying committee roles for the new directors.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549 

_____________________

FORM 8-K/A

____________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

  Date of Report (Date of earliest event reported): October 14, 2025

LivePerson, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware			001-41926			13-3861628
(State or other jurisdiction of incorporation)			(Commission File Number)			(I.R.S. Employer Identification No.)

530 7th Ave, Floor M1

New York, New York 10018

(Address of principal executive offices, with zip code)

(212) 609-4200

Registrant’s telephone number, including area code

N/A

(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
Common Stock, par value $0.001 per share			LPSN			The Nasdaq Stock Market LLC
Rights to Purchase Series A Junior Participating Preferred Stock			None			The Nasdaq Stock Market LLC

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. ☐

Explanatory Note

This Form 8-K/A is being filed as an amendment to the current reports on Form 8-K filed by LivePerson, Inc. (the “Company”) on October 20, 2025 and on November 14, 2025 (collectively, the “Original Filings”). The purpose of this amendment is to disclose the committee appointments of the new members appointed to the Company’s Board of Directors. Item 5.02 of the Original Filings is amended with the supplementary disclosures set forth below. Except as set forth below, there are no other changes to the Original Filings.

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

On October 14, 2025 and November 7, 2025, the Board of Directors (the “Board”) of LivePerson, Inc. appointed Ryan L. Vardeman and Nathan “Tripp” Lane, respectively, as directors. On January 22, 2026, the Board appointed (i) Mr. Lane to serve on the Audit Committee and (ii) Mr. Vardeman to serve on the Compensation Committee.

SIGNATURE

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:    January 28, 2026                

LIVEPERSON, INC.

(Registrant)

By:    /s/ MONICA L. GREENBERG    

Monica L. Greenberg

Executive Vice President, Policy and General Counsel

FAQ

What does LivePerson (LPSN) disclose in this 8-K/A amendment?

LivePerson updates earlier disclosures to specify committee roles for two new directors. The filing states that Nathan “Tripp” Lane joined the Audit Committee and Ryan L. Vardeman joined the Compensation Committee, with no other changes to the original reports.

Who are the new LivePerson (LPSN) board members mentioned in the filing?

The filing identifies Ryan L. Vardeman and Nathan “Tripp” Lane as new directors. Vardeman was appointed on October 14, 2025, and Lane on November 7, 2025. The amendment focuses on assigning them to specific board committees.

Which board committees did LivePerson (LPSN) change in this amendment?

LivePerson assigns Nathan “Tripp” Lane to the Audit Committee and Ryan L. Vardeman to the Compensation Committee. These changes, effective January 22, 2026, clarify how the new directors will participate in board oversight and governance activities.

Does this LivePerson (LPSN) 8-K/A report any financial or earnings changes?

No financial or earnings changes are described; the amendment only updates governance details. It adds information about committee assignments for two previously appointed directors and confirms that all other aspects of the prior filings remain unchanged.

Why did LivePerson (LPSN) need to amend its earlier 8-K filings?

LivePerson amended its prior reports to disclose the specific committee appointments of its newly appointed directors. The company notes this 8-K/A supplements Item 5.02 in the original filings, ensuring investors understand the directors’ roles in board committees.

When did LivePerson’s (LPSN) new committee assignments become effective?

According to the filing, the Board approved the committee assignments on January 22, 2026. On that date, Nathan “Tripp” Lane joined the Audit Committee and Ryan L. Vardeman joined the Compensation Committee, formalizing their oversight responsibilities.