Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On June 18, 2020, the Board of Directors (the "Board") of Iteris, Inc. (the
"Company") appointed Anjali Joshi, age 60, as a member of the Board, effective
immediately, to serve until the 2020 annual meeting or until her respective
successor is duly elected and qualified. At this time, Ms. Joshi has not been
appointed to serve on any committees of the Board.
Until March 2019, Ms. Joshi served as Vice President of Product Management at
Google, Inc. ("Google"), where she led Google's product efforts focused on
emerging markets. Prior to that, Ms. Joshi held various positions at Google from
2006 to 2016, including product development teams for Search and Image Search
products, product management teams for Maps, Translate News and Global
Infrastructure, and Google Cloud and Fiber To The Home. Prior to Google, Ms.
Joshi served as Executive Vice President of engineering for Covad
Communications, Inc., a company providing voice and data communications products
and services to consumers and businesses, from 1998 to 2003. Before that, she
held positions at AT&T Bell Labs, working in the areas of voice and high-speed
data from 1990 to 1998. Ms. Joshi also currently serves as a board member of
Lattice Semiconductor, since November 2019, a provider of low power FPGA
solutions, and serves as a board member of MobileIron, since September 2019, a
provider of mobile security solutions. Since July 2017, Ms. Joshi has served as
a board member of The McClatchy Company, a publisher of newspapers and provider
of digital marketing services. She earned a bachelor's degree in electrical
engineering from the Indian Institute of Technology, a master's degree in
computer engineering from the State University of New York at Buffalo, New York,
and a master's degree in management science from Stanford University.
As a non-employee director of the Company, Ms. Joshi will receive the same cash
and equity compensation as each of the Company's other non-employee directors.
There is no arrangement or understanding between Ms. Joshi and any other person
pursuant to which he was elected as a director of the Company. There is no
familial relationship between Ms. Joshi and any other director or executive
officer of the Company, and there are no transactions between Ms. Joshi and the
Company that would require disclosure under Item 404(a) of Regulation S-K.
Item 8.01 Other Events.
On June 23, the Company issued a press release to report the appointment of the
director identified in Item 5.02 above. A copy of the release is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibit is being filed with this Current Report on Form 8-K.
Exhibit Description
99.1 Press release of Iteris, Inc. dated June 23, 2020, announcing the
appointment of Anjali Joshi to the Board of Directors
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