Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 10, 2020, Dale Fuller, then a Class III member of the Board of
Directors (the "Board") of comScore, Inc. (the "Company"), notified the Company
of his resignation as director, effective immediately. Mr. Fuller sent an email
to the Chairman of the Board regarding his resignation, a copy of which is
attached hereto as Exhibit 99.1. Mr. Fuller's resignation was not because of any
disagreement with the Company known to an executive officer of the Company on
any matter relating to the Company's operations, policies or practices.
Mr. Fuller was the last remaining Board member designated as an appointee of
Starboard Value LP and its affiliates (collectively, "Starboard") in an
amendment agreement, dated April 18, 2018, between the Company and Starboard
pertaining to the membership and composition of the Board. Starboard has no
remaining right to designate directors to the Board.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Email from Dale Fuller, dated January 10, 2020
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