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): June 28, 2012
Yahoo! Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-28018 | 77-0398689 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 701 First Avenue Sunnyvale, California |
94089 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (408) 349-3300
Not Applicable
(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)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 28, 2012, Michael J. Callahan resigned as Executive Vice President, General Counsel and Secretary of Yahoo! Inc. (the “Company”) and from all other positions with the Company, effective July 9, 2012. Mr. Callahan’s resignation letter is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
| 99.1 | Letter from Michael J. Callahan to the Company dated June 28, 2012. | |
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 hereunto duly authorized.
| YAHOO! INC. | ||||||
| (Registrant) | ||||||
| By: | /s/ Ross B. Levinsohn | |||||
| Name: | Ross B. Levinsohn | |||||
| Title: | Interim Chief Executive Officer | |||||
Date: June 29, 2012
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Letter from Michael J. Callahan to the Company dated June 28, 2012. | |
Exhibit 99.1
BY EMAIL
June 28, 2012
Fred Amoroso, Chairman
Ross Levinsohn, Interim CEO
Yahoo! Inc.
701 First Avenue
Sunnyvale, California 94089
Dear Fred and Ross:
With this letter, I am notifying you of my resignation as Executive Vice President, General Counsel and Secretary of Yahoo! Inc., as well as all my other positions as an officer, director, trustee or other position with subsidiaries or affiliates of Yahoo! Inc., effective July 9, 2012.
After twelve and a half years with Yahoo!, I have made the decision to move on to new opportunities. Since joining Yahoo! in December 1999, I’ve had nothing but affection for this amazing company and its incredible employees around the world. As I depart, I have great confidence in Yahoo! and I wish you and the rest of the Yahoo! team all the best for future success.
Sincerely,
/s/ Michael J. Callahan
Michael J. Callahan