--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-002016" form_type: "8-K" ticker: null cik: "0001825480" company_name: "Poshmark, Inc." filed_at: "2023-01-05T23:59:59+00:00" generated_at: "2026-06-20T19:47:50.017544+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Poshmark completes acquisition by NAVER for $17.90 per share in cash ## Summary - Merger effective Jan 5, 2023; each share of POSH common stock converted into $17.90 cash. - All outstanding vested and unvested stock options and RSUs cancelled and converted into cash consideration. - POSH notified Nasdaq of merger completion; Class A common stock delisted and deregistration initiated. - Board of directors, including CEO Manish Chandra and others, ceased to serve upon merger. - Amended and restated certificate of incorporation and bylaws adopted. ## SEC filing metadata - accession: 0001193125-23-002016 - form_type: 8-K - cik: 0001825480 - company_name: Poshmark, Inc. - filed_at: 2023-01-05T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/0001193125-23-002016-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/d415830d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-002016 - JSON: https://secwatch.observer/filing/0001193125-23-002016.json - Plain text: https://secwatch.observer/filing/0001193125-23-002016.txt ## Key facts - Executive change Manish Chandra departed as Director at Poshmark, Inc.. - Action: ceased - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, Navin Chaddha, Manish Chandra, Ebony Beckwith, Jeff Epstein, Jenny Ming, Hans Tung and Serena Williams each ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/0001193125-23-002016-index.htm - Executive change Hans Tung departed as Director at Poshmark, Inc.. - Action: ceased - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, Navin Chaddha, Manish Chandra, Ebony Beckwith, Jeff Epstein, Jenny Ming, Hans Tung and Serena Williams each ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/0001193125-23-002016-index.htm - Executive change Jenny Ming departed as Director at Poshmark, Inc.. - Action: ceased - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, Navin Chaddha, Manish Chandra, Ebony Beckwith, Jeff Epstein, Jenny Ming, Hans Tung and Serena Williams each ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/0001193125-23-002016-index.htm - Executive change Jeff Epstein departed as Director at Poshmark, Inc.. - Action: ceased - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, Navin Chaddha, Manish Chandra, Ebony Beckwith, Jeff Epstein, Jenny Ming, Hans Tung and Serena Williams each ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/0001193125-23-002016-index.htm - Executive change Serena Williams departed as Director at Poshmark, Inc.. - Action: ceased - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, Navin Chaddha, Manish Chandra, Ebony Beckwith, Jeff Epstein, Jenny Ming, Hans Tung and Serena Williams each ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/0001193125-23-002016-index.htm - Executive change Navin Chaddha departed as Director at Poshmark, Inc.. - Action: ceased - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, Navin Chaddha, Manish Chandra, Ebony Beckwith, Jeff Epstein, Jenny Ming, Hans Tung and Serena Williams each ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/0001193125-23-002016-index.htm - Executive change Ebony Beckwith departed as Director at Poshmark, Inc.. - Action: ceased - Role: Director source text: Pursuant to the Merger Agreement, at the Effective Time, Navin Chaddha, Manish Chandra, Ebony Beckwith, Jeff Epstein, Jenny Ming, Hans Tung and Serena Williams each ceased to be directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/0001193125-23-002016-index.htm - Governance Changes Poshmark, Inc.: Bylaws amended and restated in their entirety. - Change: bylaw amendment source text: In connection with the completion of the Merger and pursuant to the Merger Agreement, upon the Effective Time, Poshmark’s certificate of incorporation and bylaws were amended and restated in their entirety. evidence_url: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/0001193125-23-002016-index.htm - Governance Changes Poshmark, Inc.: Certificate of incorporation amended and restated in its entirety. - Change: charter amendment source text: In connection with the completion of the Merger and pursuant to the Merger Agreement, upon the Effective Time, Poshmark’s certificate of incorporation and bylaws were amended and restated in their entirety. evidence_url: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/0001193125-23-002016-index.htm - M&A Transactions Poshmark, Inc. underwent a change of control involving NAVER Corporation (closed 2023-01-05). - Action: change of control - Counterparty: NAVER Corporation - Closing: 2023-01-05 source text: On January 5, 2023 (the "Closing Date"), pursuant to the Merger Agreement, Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as an indirect subsidiary of Parent. evidence_url: https://www.sec.gov/Archives/edgar/data/1825480/000119312523002016/0001193125-23-002016-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.