UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549



FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

November 14, 2012

Geeknet, Inc.
(Exact name of registrant as specified in its charter)

Delaware
 
000-28369
 
77-0399299
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)

11216 Waples Mill Road, Suite 100
Fairfax, VA 22030
(Address of principal executive offices, including zip code)

(877) 433-5638
(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))







Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b) On November 14, 2012, Mr. David Wright, a member of the Board of Directors (the “Board”) of Geeknet, Inc. (the “Company”) informed the Board of his intention not to stand for reelection to the Board at the Company's 2013 Annual Meeting of Stockholders. Mr. Wright will continue to serve as a director until such meeting. Mr. Wright's decision is not due to any disagreement with the Company on any matter relating to the Company's operations, policies or practices.



 
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
GEEKNET, INC.
a Delaware corporation
 
 
By:
/s/ Kathryn McCarthy
 
 
Kathryn McCarthy
Executive Vice President and Chief Financial Officer

Date: November 16, 2012