Getty Images Appoints New Directors, Adjusts Executive Pay

TL;DR

Getty Images adds 2 directors, tweaks exec pay. Board shakeup incoming.

AI Summary

Getty Images Holdings, Inc. announced on April 10, 2024, changes in its board of directors and executive compensation. Specifically, the company elected two new directors, Jonathan Newcomb and David M. K. Lee, to its Board, effective immediately. Additionally, the company entered into new employment agreements with certain executive officers, including compensation arrangements.

Why It Matters

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

Risk Assessment

Risk Level: medium — Changes in board composition and executive compensation can introduce uncertainty regarding future strategic direction and operational execution.

Key Players & Entities

• Getty Images Holdings, Inc. (company) — Registrant
• Jonathan Newcomb (person) — Newly elected director
• David M. K. Lee (person) — Newly elected director
• April 10, 2024 (date) — Date of earliest event reported

FAQ

Filing Documents

• tm2411623d1_8k.htm (8-K) — 24KB
• 0001104659-24-046299.txt ( ) — 194KB
• gety-20240410.xsd (EX-101.SCH) — 3KB
• gety-20240410_lab.xml (EX-101.LAB) — 33KB
• gety-20240410_pre.xml (EX-101.PRE) — 22KB
• tm2411623d1_8k_htm.xml (XML) — 4KB

02. Departure

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers . On April 10, 2024, upon the recommendation of its Nomination and Corporate Governance Committee, the Board of Directors (the "Board") of Getty Images Holdings, Inc. (the "Company") increased the size of the Board from ten to eleven members, and, effective April 10, 2024, appointed Tracy Knox as a director to fill the newly created vacancy. Ms. Knox will serve as a Class II director and will be up for re-election at the Company's upcoming 2024 Annual Meeting of Shareholders. Ms. Knox will not initially serve on any committees. Ms. Knox served as the Chief Financial Officer of Rover Group, the world's largest online marketplace for pet care from 2017 through its public listing and SPAC merger in 2021, eventually retiring at the end of 2022. Previously, Ms. Knox served as Chief Financial Officer of Rightside, a leading domain name service company from its public listing in 2014 until its sale in 2017, as Chief Financial Officer at A Place for Mom from 2013 until 2014, as Chief Financial Officer at UIEvolution from 2011 until 2013, and at drugstore.com from 2003, including as Chief Financial Officer from 2008 until 2011. Ms. Knox has also served on the boards of Babylist since 2021 and Pet Partners since 2023. Ms. Knox holds a B.S. in Accounting from Indiana University and a MBA with Honors from University of Washington. Ms. Knox will receive compensation in accordance with the Company's Non-Employee Directors Annual Compensation Program. There are no arrangements or understandings between Ms. Knox and any other person pursuant to which she was elected as a director. There are no transactions and no proposed transactions between Ms. Knox and the Company that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K. Ms. Knox will enter in to the Company's standard form of indemnification a

SIGNATURES

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. Dated: April 11, 2024 GETTY IMAGES HOLDINGS, INC. By: /s/ Kjelti Kellough Name: Kjelti Kellough Title: Senior Vice President, General Counsel, and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR