|8-KFeb 20, 4:02 PM ET

Five9, Inc. 8-K

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Five9, Inc. Amends Cooperation Agreement with Anson; Renominates Director

What Happened

  • Five9, Inc. announced on February 17, 2026 that it and Anson Funds Management LP, Anson Advisors Inc. and certain other parties amended their December 8, 2024 cooperation letter agreement. The Amendment (filed as Exhibit 10.1 to the Feb. 20, 2026 Form 8-K) provides that Five9 will nominate existing director Sagar Gupta for election at the Company’s 2026 Annual Meeting of Stockholders and that Anson will remain subject to voting, “standstill” and other obligations under the Agreement for a specified period.

Key Details

  • Amendment date: February 17, 2026; original cooperation letter dated December 8, 2024 (previously disclosed Dec. 9, 2024).
  • Five9 will nominate Sagar Gupta, an existing Board member, for election at the 2026 Annual Meeting.
  • Anson’s voting, standstill and other obligations continue until the earlier of: (i) 20 days before the deadline for submitting stockholder nominations/proposals for the 2027 Annual Meeting; or (ii) 120 days before the one-year anniversary of the 2026 Annual Meeting.
  • The Amendment is attached as Exhibit 10.1 to the Company’s Form 8-K filed Feb. 20, 2026.

Why It Matters

  • The amendment affects corporate governance and the upcoming 2026 Board election by securing a nomination for an existing director and keeping Anson bound by vote and standstill restrictions for a defined period. For investors, this reduces the immediate likelihood of proxy contest activity from Anson and signals continued engagement between the parties; it is a material governance development to monitor ahead of the 2026 Annual Meeting.