eGain Corp Elects New Directors, Updates Executive Compensation

TL;DR

eGain adds 2 directors, inks new pay deals for CEO & CFO.

AI Summary

eGain Corporation announced on December 9, 2024, changes in its board of directors and executive compensation. Specifically, the company elected two new directors, Robert J. W. D'Loren and David A. Schatz, to its board. Additionally, the company entered into new employment agreements with its Chief Executive Officer, Ashish Gupta, and Chief Financial Officer, David A. Schatz, effective December 9, 2024, detailing their compensation packages.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in board and executive compensation can introduce uncertainty regarding future strategic direction and management stability.

Key Players & Entities

• eGain Corporation (company) — Registrant
• Robert J. W. D'Loren (person) — Newly Elected Director
• David A. Schatz (person) — Newly Elected Director and CFO
• Ashish Gupta (person) — Chief Executive Officer
• December 9, 2024 (date) — Effective date of board changes and new employment agreements

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share EGAN The Nasdaq Stock Mar
• $60,000 — the fiscal year ended June 30, 2024 was $60,000 for Mr. Roy. No changes were made to Mr
• $5.71 — ch such option has an exercise price of $5.71 per share, the closing price of the Com

Filing Documents

• egan-20241209x8k.htm (8-K) — 41KB
• 0001558370-24-016179.txt ( ) — 155KB
• egan-20241209.xsd (EX-101.SCH) — 3KB
• egan-20241209_lab.xml (EX-101.LAB) — 15KB
• egan-20241209_pre.xml (EX-101.PRE) — 10KB
• egan-20241209x8k_htm.xml (XML) — 5KB

From the Filing

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: December 9, 2024 (Date of earliest event reported) eGain Corporation (Exact name of registrant as specified in its charter) Delaware 001-35314 77-0466366 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 1252 Borregas Avenue , Sunnyvale , California 94089 (Address of principal executive offices, including zip code) ( 408 ) 636-4500 (Registrant's 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: 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 exchange on which registered Common Stock, par value $0.001 per share EGAN 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. Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (e) On December 9, 2024, the Compensation Committee of the Board of Directors (the "Board") of eGain Corporation (the "Company") approved a variable annual cash compensation for Ashutosh Roy, the Company's Chief Executive Officer, based on 60% of the target amount. The compensation approved for the fiscal year ended June 30, 2024 was $60,000 for Mr. Roy. No changes were made to Mr. Roy's base salary. On December 9, 2024, the Board granted the following options to purchase common stock to certain executive officers of the Company under the Company's Amended and Restated 2005 Stock Incentive Plan. Each such option has an exercise price of $5.71 per share, the closing price of the Company's common stock on the Nasdaq Capital Market on the date of grant, and will vest on September 1, 2025, subject to continued service with the Company. Name, Title Shares Subject to Option Ashutosh Roy, Chief Executive Officer 20,000 Eric N. Smit, Chief Financial Officer 26,000 Rao J. Chandrasekhar, Senior Vice President, Products and Services 15,000 2 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 thereunto duly authorized. Date: December 12, 2024 eGain Corporation By: /s/ Eric N. Smit Eric N. Smit Chief Financial Officer 3

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