false
0001837686
0001837686
2025-08-28
2025-08-28
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): August 28, 2025
VIMEO, INC.
(Exact name of registrant as specified in charter)
Delaware |
|
001-40420 |
|
85-4334195 |
(State
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
of
incorporation) |
|
File
Number) |
|
Identification
No.) |
330 West 34th Street, 5th Floor
New York, NY 10001 |
|
10001 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s telephone
number, including area code: (212) 524-8791
(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 |
|
Name of exchange on which registered |
Common Stock, par value $0.01 |
|
VMEO |
|
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 Arrangement of Certain Officers.
On August 29, 2025, Vimeo, Inc. (the “Company”)
announced that it is extending the exit date of its Chief Financial Officer, Gillian Munson, to September 30, 2025, for assistance
through the end of the third quarter and as the Company continues its executive search process. As part of Ms. Munson’s
extended service, the Company and Ms. Munson amended and restated the separation agreement dated as of June 16, 2025, as amended on
August 4, 2025 (the “Amended Agreement”). Pursuant to the Amended Agreement, the Separation Date (as such term is
defined in the Amended Agreement) is September 30, 2025, and, in consideration of the extended service provided by Ms. Munson, Ms.
Munson’s base salary for the extended Transition Period (as such term is defined in the Amended Agreement) will be $100,000
per month.
The foregoing description of the terms of the Amended Agreement is
not complete and is qualified in its entirety by the full text of the Amended Agreement, which is filed as Exhibit 10.1 to this Current
Report on Form 8-K and is incorporated herein by reference.
Item 7.01 - Regulation FD Disclosure.
Forward-Looking Statements
This Current Report on Form 8-K includes forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained herein other than statements of historical
facts, including statements regarding expectations
around the timing and terms of any extension of Ms. Munson’s tenure with the Company are forward-looking statements. The words "anticipate,"
"believe," "continue," "estimate," "expect," "intend," "may," "will,"
and similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to a number
of risks and uncertainties, including the risks and uncertainties set forth in the "Risk Factors" section of the Company's Annual
Report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission on February 19, 2025 and other
reports that the Company has filed with the Securities and Exchange Commission. The Company is under no duty to update any of these forward-looking
statements after the date of this Current Report on Form 8-K to conform these statements to actual results or revised expectations, except
as required by law.
ITEM 9.01 Financial Statements and Exhibits.
Exhibit No. |
|
Description
|
10.1* |
|
Amended & Restated Separation Agreement, dated as of August 28, 2025, by and between Vimeo.com, Inc. and Gillian Munson |
104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
*Management contract or compensatory plan or arrangement
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.
|
VIMEO, INC. |
|
|
|
By: |
/s/
Jessica Tracy |
|
Name: |
Jessica
Tracy |
|
Title: |
General
Counsel & Secretary |
Date: August 29,
2025