[8-K] Vimeo, Inc. Reports Material Event

Rhea-AI Filing Summary

Vimeo, Inc. disclosed executive arrangements in an Form 8-K. The filing shows an Interim Chief Financial Officer letter agreement with Austin Kaplicer that sets an annual base salary of $400,000 and provides eligibility for severance equal to six months of base salary plus six months of COBRA benefits if terminated involuntarily without cause or for good reason, subject to execution of the company’s standard severance agreement. The filing also lists a Consulting Services Agreement with Gillian Munson and references exhibits for both agreements.

Positive

• Interim CFO appointment formalized with a signed letter agreement (Exhibit 10.1)
• Clear compensation terms disclosed: annual base salary of $400,000
• Consulting support is documented via a Consulting Services Agreement with Gillian Munson (Exhibit 10.2)

Negative

• Severance exposure of six months' base salary plus six months of COBRA creates a quantifiable potential cash obligation
• Interim role implies ongoing transition in finance leadership, which can present continuity or execution risks until a permanent CFO is appointed

Insights

Compensation Analyst

Interim CFO pay package includes $400,000 base and six-month severance.

The company set an annual base salary of $400,000 for the Interim CFO role, which is a concrete cash‑compensation figure disclosed in the filing. The severance provision—six months of base pay plus six months of COBRA—creates a defined near‑term cash exposure if an involuntary termination without cause or for good reason occurs.

This matters because it clarifies the company's immediate cash compensation commitments for a senior finance executive and quantifies a potential severance liability tied to that role.

Corporate Governance Advisor

Filing documents transitional leadership and a consulting agreement.

The 8-K attaches an Interim CFO Letter Agreement and a Consulting Services Agreement with Gillian Munson, indicating documented governance steps for leadership transition and external support. Exhibits are identified as 10.1 and 10.2, which provide the specific contractual terms.

Having these agreements filed provides transparency about who is handling finance responsibilities and the contractual basis for consulting support.

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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): October 1, 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.

Appointment of Interim Chief Financial Officer

On October 1, 2025, the Compensation and Human Capital Management Committee (the “Committee”) of the Board of Directors of Vimeo, Inc. (the “Company”) appointed Austin Kaplicer to serve as the Company’s Interim Chief Financial Officer, effective immediately. Mr. Kaplicer, age 46, currently serves as the Senior Vice President, Controller of the Company and has held such position since October 2024. Prior to his current role, Mr. Kaplicer served as the Vice President, Assistant Controller of the Company. Mr. Kaplicer will continue in his role as Controller while serving as Interim Chief Financial Officer.

In connection with Mr. Kaplicer’s promotion to serve as the Company’s Interim Chief Financial Officer, on October 1, 2025, the Company and Mr. Kaplicer entered into a letter agreement (the “Interim CFO Letter”) which provides for the following adjustments to Mr. Kaplicer’s compensation arrangements, effective as of October 1, 2025:

· Annual base salary of $400,000; and

· Eligibility to receive severance equal to six months of his base salary and COBRA benefits for six months upon an involuntary termination of Mr. Kaplicer’s employment without “cause” or for “good reason” (each, as defined in the Company’s 2021 Stock and Annual Incentive Plan), subject to his execution of the Company's standard severance agreement.

There are no family relationships, as defined in Item 401(d) of Regulation S-K, between Mr. Kaplicer and any of the Company’s directors or executive officers, or persons nominated or chosen to become a director or an executive officer of the Company. There is no arrangement or understanding between Mr. Kaplicer and any other person pursuant to which he was selected as the Company’s Interim Chief Financial Officer. Mr. Kaplicer does not have any direct or indirect material interest in any transaction or proposed transaction required to be disclosed under Item 404(a) of Regulation S-K. Except as noted above, there were no material changes made to Mr. Kaplicer’s compensatory arrangements, or awards granted, in connection with his appointment as the Company’s Interim Chief Financial Officer.

The foregoing description of the terms of the Interim CFO Letter is not complete and is qualified in its entirety by the full text of the Interim CFO Letter, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Munson Consulting Services Agreement

As previously disclosed, Gillian Munson stepped down from her role as the Company’s Chief Financial Officer effective as of September 30, 2025. On October 1, 2025, the Company entered into a Consulting Services Agreement (the “Consulting Agreement”) with Ms. Munson, pursuant to which she agreed to provide certain consulting services to the Company, including assistance through the closing of the transactions contemplated by that certain Agreement and Plan of Merger, dated as of September 10, 2025, by and between Bending Spoons US Inc., a Delaware corporation, Bending Spoons S.p.A., an Italian societá per azioni (solely for purposes of the sections specified therein), Bloomberg Merger Sub Inc., a Delaware corporation, and the Company (the “Merger”).

Ms. Munson is expected to provide consulting services through the earlier of (i) January 31, 2026 or (ii) the closing of the Merger. In the event the closing of the Merger does not occur prior to January 31, 2026, the term of the Consulting Agreement may be extended by mutual agreement between Ms. Munson and the Company. In consideration of the services provided by Ms. Munson under the Consulting Agreement, Ms. Munson will be eligible to receive a consulting fee of $100,000 per month, prorated for any partial month of her engagement. Upon the closing of the Merger, subject to her continued engagement through the closing date, Ms. Munson will continue to be entitled to receive a cash bonus of $600,000, subject to her execution of a general release of claims in favor of the Company.

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The foregoing description of the terms of the Consulting Agreement is not complete and is qualified in its entirety by the full text of the Consulting Agreement, which is filed as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.		Description
10.1*		Interim Chief Financial Officer Letter Agreement, dated as of October 1, 2025, by and between Vimeo.com, Inc. and Austin Kaplicer
10.2*		Consulting Services Agreement, dated as of October 1, 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

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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: October 3, 2025

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FAQ

What compensation did Vimeo (VMEO) disclose for the Interim CFO?

The filing states an annual base salary of $400,000 for the Interim Chief Financial Officer.

Does the Interim CFO have severance protection at VMEO?

Yes. The Interim CFO is eligible for severance equal to six months of base salary and six months of COBRA benefits if terminated involuntarily without cause or for good reason, subject to signing the company’s standard severance agreement.

Are the contractual agreements publicly filed for review?

Yes. The filing references Exhibit 10.1 (Interim CFO Letter Agreement) and Exhibit 10.2 (Consulting Services Agreement).

Who is the consultant referenced in Vimeo's 8-K?

The filing names Gillian Munson as the party to the Consulting Services Agreement dated October 1, 2025.

Does the 8-K disclose any financial statement impact from these agreements?

No. The provided excerpt lists contractual terms and exhibits but does not quantify accounting or broader financial-statement impacts.