--- schema_version: "secwatch.filing_event.v1" accession: "0001213900-23-033865" form_type: "8-K" ticker: "PRPL" cik: "0001643953" company_name: "Purple Innovation, Inc." filed_at: "2023-04-28T23:59:59+00:00" generated_at: "2026-06-16T06:34:29.808982+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.65 calibrated_materiality_score: 0.65 confidence: "high" source: SEC EDGAR --- # Purple Innovation appoints three new directors, terminates poison pill and PRPLS after Coliseum pact ## Summary - Directors Pano Anthos and Paul Zepf resigned April 27, 2023 under Cooperation Agreement with Coliseum Capital. - Board expanded to 8; appointed S. Hoby Darling, R. Carter Pate, and Erika Serow as directors; Adam Gray named Chair. - Stockholder Rights Agreement (poison pill) expired early on April 27, 2023 via amendment; all Rights expired. - All shares of Proportional Representation Preferred Linked Stock (PRPLS) redeemed and certificate eliminated. - Special Committee formed Sept 2022 terminated; bylaws amended to reference Lead Independent Director Charter. ## SEC filing metadata - accession: 0001213900-23-033865 - form_type: 8-K - ticker: PRPL - cik: 0001643953 - company_name: Purple Innovation, Inc. - filed_at: 2023-04-28T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.65 - calibrated_materiality_score: 0.65 - confidence: high - sec_items: 3.03, 5.02, 5.03, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1643953/000121390023033865/0001213900-23-033865-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1643953/000121390023033865/ea177535-8k_purple.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001213900-23-033865 - JSON: https://secwatch.observer/filing/0001213900-23-033865.json - Plain text: https://secwatch.observer/filing/0001213900-23-033865.txt ## Key facts - Executive change Pano Anthos resigned as Director at Purple Innovation, Inc.. - Action: resigned - Role: Director source text: on April 27, 2023, Pano Anthos and Paul Zepf resigned as directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1643953/000121390023033865/0001213900-23-033865-index.htm - Executive change Erika Serow was appointed as Director at Purple Innovation, Inc.. - Action: appointed - Role: Director source text: the Company increased the size of the Board to eight (8) directors and appointed S. Hoby Darling, R. Carter Pate, and Erika Serow (the "New Directors") to the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1643953/000121390023033865/0001213900-23-033865-index.htm - Executive change S. Hoby Darling was appointed as Director at Purple Innovation, Inc.. - Action: appointed - Role: Director source text: the Company increased the size of the Board to eight (8) directors and appointed S. Hoby Darling, R. Carter Pate, and Erika Serow (the "New Directors") to the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1643953/000121390023033865/0001213900-23-033865-index.htm - Executive change R. Carter Pate was appointed as Director at Purple Innovation, Inc.. - Action: appointed - Role: Director source text: the Company increased the size of the Board to eight (8) directors and appointed S. Hoby Darling, R. Carter Pate, and Erika Serow (the "New Directors") to the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1643953/000121390023033865/0001213900-23-033865-index.htm - Executive change Paul Zepf resigned as Chair of the Board at Purple Innovation, Inc.. - Action: resigned - Role: Chair of the Board source text: on April 27, 2023, Pano Anthos and Paul Zepf resigned as directors of the Company. At the time of their resignations, Mr. Anthos served on the Audit Committee and the Nomination & Governance Committee of the Board and Mr. Zepf served as Chair of the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1643953/000121390023033865/0001213900-23-033865-index.htm - Executive change Adam Gray was appointed as Chair of the Board at Purple Innovation, Inc.. - Action: appointed - Role: Chair of the Board source text: the Board appointed Adam Gray as Chair of the Board evidence_url: https://www.sec.gov/Archives/edgar/data/1643953/000121390023033865/0001213900-23-033865-index.htm - Governance Changes Purple Innovation, Inc.: Amended and restated bylaws in their entirety, including changes referencing the Lead Independent Director Charter (effective 2023-04-27). - Change: bylaw amendment - Effective: 2023-04-27 source text: Pursuant to the Cooperation Agreement, on April 27, 2023, the Company amended and restated its bylaws in their entirety. evidence_url: https://www.sec.gov/Archives/edgar/data/1643953/000121390023033865/0001213900-23-033865-index.htm - Governance Changes Purple Innovation, Inc.: Certificate of Elimination filed for Proportional Representation Preferred Linked Stock, eliminating the designation and returning shares to authorized but unissued preferred stock (effective 2023-04-27). - Change: charter amendment - Effective: 2023-04-27 source text: On the same date, the Company filed with the Secretary of State for the State of Delaware a Certificate of Elimination eliminating from its Second Amended and Restated Certificate of Incorporation, as amended, the designation of certain shares of its preferred stock as PRPLS. evidence_url: https://www.sec.gov/Archives/edgar/data/1643953/000121390023033865/0001213900-23-033865-index.htm - Governance Changes Purple Innovation, Inc.: Certificate of Elimination filed for Series A Junior Participating Preferred Stock, eliminating the designation and returning shares to authorized but unissued preferred stock (effective 2023-04-27). - Change: charter amendment - Effective: 2023-04-27 source text: On the same date, the Company filed with the Secretary of State for the State of Delaware a Certificate of Elimination eliminating from its Second Amended and Restated Certificate of Incorporation, as amended, the designation of certain shares of its preferred stock as Series A Junior Participating Preferred Stock, which had been designated for potential use in connection with the Stockholder Rights Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1643953/000121390023033865/0001213900-23-033865-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.