Pitney Bowes Inc. filed SEC Form 8-K: Leadership Update
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
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Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
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ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
Appointment of Directors
On June 16, 2025, Pitney Bowes Inc. (the “Company”) appointed Brent Rosenthal to its Board of Directors (“the Board”), effective as of June 16, 2025. Mr. Rosenthal will participate in the standard non-management director compensation arrangements described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on March 27, 2025 (the “2025 Proxy Statement”).
Mr. Rosenthal, age 53, is a seasoned investor and public company director with over 30 years of experience with technology, media and telecom companies. He is the Founder of Mountain Hawk Capital Partners, LLC, an investment fund focused on small and microcap equities and currently serves on the boards of directors of Horizon Kinetics Corporation, Syntec Optics Holdings, Inc. and several Puerto Rico closed end mutual funds. Earlier in his career, Mr. Rosenthal was a Partner in affiliates of W.R. Huff Asset Management, an employee-owned investment manager, where he worked from 2002 to 2016. Prior to that, Mr. Rosenthal was director of mergers and acquisitions for RSL Communications Ltd. and served emerging media companies for Deloitte & Touche LLP. Mr. Rosenthal earned his B.S. from Lehigh University and M.B.A. from the S.C. Johnson Graduate School of Management at Cornell University and is also an inactive Certified Public Accountant.
The appointment of Mr. Rosenthal to the Board was made pursuant to Section 1(c) of the cooperation agreement, dated as of January 31, 2024, by and among the Company, Hestia Capital Partners, LP, Helios I, LP, Hestia Capital Partners GP, LLC and Hestia Capital Management, LLC (the “Cooperation Agreement”), as described in the 2025 Proxy Statement. Mr. Rosenthal will be deemed to replace Lance Rosenzweig as a Replacement Director under the Cooperation Agreement. There are no family relationships between Mr. Rosenthal and any director or executive officer of the Company. Mr. Rosenthal is not a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Pitney Bowes Inc. | ||||||||
| By: | /s/ Lauren Freeman-Bosworth | |||||||
| Name: Lauren Freeman-Bosworth | ||||||||
| Date: June 17, 2025 | Title: Executive Vice President, General Counsel and Corporate Secretary | |||||||