Form 8-K AXON ENTERPRISE, INC. For: Aug 10

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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Form 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

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August 10, 2022

Date of Report (Date of earliest event reported)

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Axon Enterprise, Inc.

(Exact name of registrant as specified in its charter)

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17800 N. 85^th St.

Scottsdale, Arizona 85255

(Address of principal executive offices, including zip code)

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(480) 991-0797

(Registrant’s telephone number, including area code)

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Not Applicable

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

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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:

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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 ☐

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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. ☐

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ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

On August 10, 2022, Axon Enterprise, Inc. (the “Company”) issued a press release announcing the appointment of Brittany Bagley to serve as Chief Financial Officer and Chief Business Officer, effective September 26, 2022. Ms. Bagley will also be designated as the Company's Principal Financial and Accounting Officer. Ms. Bagley succeeds Interim Chief Financial Officer James C. Zito. Mr. Zito will continue in his position as Senior Vice President of Accounting.

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Ms. Bagley, 39, is joining the Company’s management team after serving as Chief Financial Officer of Sonos, Inc. since April 2019. Ms. Bagley also served on the Board of Directors of Sonos, Inc. from September 2017 to April 2019. From December 2017 to April 2019, Ms. Bagley served as a Managing Director of Kohlberg Kravis Roberts & Co. L.P. (together with its affiliates, “KKR”), a global investment firm, and previously served in other roles at KKR from July 2007 to December 2017. Prior to joining KKR, Ms. Bagley was an analyst at The Goldman Sachs Group, Inc., an investment banking firm. Ms. Bagley has served on the board of directors of Aurora Innovation, Inc., a self-driving technology company, since July 2021. Ms. Bagley holds a B.A. in Economics, magna cum laude, from Brown University.

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In connection with her appointment, Ms. Bagley will receive an annual base salary of $450,000, will be eligible for annual cash incentive compensation of $450,000, and will be eligible for performance-based and annual service-based and restricted stock units (RSUs). Upon hire, Ms. Bagley will be granted 66,214 shares of service-based RSUs and 42,996 shares of performance-based RSUs as part of our eXponential Stock Performance Plan (referred to as “XSUs”). The service-based RSUs vest 20,638 each on the first and second anniversaries of her start date and 24,938 on the third anniversary, subject to continued service through each vesting date. The XSUs vest in 3 equal tranches upon the achievement of both a market capitalization goal and an internal operational goal based on revenue. Ms. Bagley will also receive a sign-on RSU award of 28,378 shares that will vest one third upon the anniversary of her start date and then in 8 equal quarterly installments thereafter, provided that the award contains a provision for forward acceleration related to future promotion opportunities.

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There are no arrangements or understandings between Ms. Bagley and any other persons pursuant to which she was chosen to become an officer, she has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K and she has no family relationship with any director or executive officer of the Company.

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ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

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(d) Exhibits.

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SIGNATURES

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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.

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Exhibit 99.1

Axon Names Brittany Bagley as New Chief Financial Officer and Chief Business Officer

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SCOTTSDALE, Ariz. — August 10, 2022 — Axon (NASDAQ: AXON), the global leader in connected public safety technologies, today announced that it has named Brittany Bagley as its new Chief Financial Officer and the newly created position of Chief Business Officer, effective September 26, 2022. Ms. Bagley replaces Jim Zito, who has been serving as interim Chief Financial Officer since May 4, 2022. Zito will resume his prior role as Senior Vice President of Accounting.

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“Brittany’s broad experience as a public company CFO, Board member and investor position her well to lead Axon’s finance organization through our next phase of growth,” Axon founder and CEO Rick Smith said. “We believe Brittany will be a valuable thought partner as we continue to execute against our mission and deliver for our customers and shareholders.”

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Josh Isner, Axon COO, added, “Brittany brings to our bench 17 years of financial industry experience and we look forward to leveraging her analytical rigor, expertise in investing for strategic growth and keen ability to lead finance organizations in highly dynamic industries.”

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Ms. Bagley joins Axon from Sonos (NASDAQ:SONO), where she served as Chief Financial Officer, with oversight of financial, accounting, corporate development, investor relations, real estate, facilities organizations and the CIO and data organizations. Ms. Bagley joined Sonos in 2019 after having served as an investor and board member. Previously, she spent 12 years at KKR & Co., most recently serving as Managing Director, TMT Private Equity, where she was immersed in wide-ranging technology businesses, including semiconductors, consumer electronics and software. Ms. Bagley began her career at Goldman Sachs and holds a B.A. from Brown University.

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Ms. Bagley is a current member of the Board of Directors of self-driving technology company Aurora (NASDAQ: AUR), where she also serves as Audit Committee Chair.

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“I am excited and humbled to join Axon and play a role in the company’s inspiring mission to protect life,” Ms. Bagley said. “With a model of rapid software growth and annual recurring revenue, the company is uniquely positioned to deliver strong growth, build scale and drive long-term profitability. I look forward to partnering with this great team and building upon their outstanding track record of execution and delivering shareholder value.”

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About Axon

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Axon is a network of devices, apps and people that helps public safety personnel become smarter and safer. With a mission of protecting life, our technologies give customers the confidence, focus and time they need to keep their communities safe. Our products impact every aspect of a public safety officer's day-to-day experience with the goal of helping everyone get home safe.

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We work hard for those who put themselves in harm's way for all of us. To date, more than 270,000 lives and countless dollars have been saved with the Axon Network of devices, apps and people. Learn more at www.axon.com or by calling (800) 978-2737. Axon is a global company with headquarters in Scottsdale, Ariz. and global software engineering hub in Seattle, Wash., as well as additional offices in Australia, Canada, Finland, Vietnam, the UK and the Netherlands.

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Facebook is a trademark of Facebook, Inc.; Corporation and Twitter is a trademark of Twitter, Inc.. Axon, Axon Network, Protect Life and the Delta Logo are trademarks of Axon Enterprise, Inc., some of which are registered in the US and other countries. For more information, visit www.axon.com/legal. All rights reserved.

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Follow Axon here:

Note to Investors

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Please visit http://investor.axon.com, https://www.axon.com/press, http://www.twitter.com/axon_us and https://www.facebook.com/Axon.ProtectLife/ where Axon discloses information about the company, its financial information and its business.

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Media Contact: Corinne Clark

Public Relations Manager

[email protected]

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For further information: Media ONLY Hotline: (480) 444-4000