UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): December 20, 2012
Prosper Marketplace, Inc.
(Exact name of registrant as specified in its charter)

Delaware
 
333-147019
 
73-1733867
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

111 Sutter Street, 22nd Floor
San Francisco, CA
 
 
94104
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (415) 593-5400
Not applicable.
(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:

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.

In connection with a planned restructuring of the Board of Directors (the “Board”) of Prosper Marketplace, Inc., David Silverman and Larry Cheng have resigned as members of the Board.  Mr. Silverman's resignation was effective as of December 20, 2012 and Mr. Cheng's resignation was effective as of December 22, 2012.  Mr. Silverman was Chairman of the Audit Committee of the Board.  Mr. Cheng was a member of the Risk Committee of the Board.
 
 
 

 

SIGNATURE

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.
 
 
Prosper Marketplace, Inc.
     
Date: December 27, 2012
By
Dawn G. Lepore
   
Dawn G. Lepore
   
Chief Executive Officer