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): June 6, 2013

MERU NETWORKS, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code (408) 215-5300

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:

(b)(c) On June 10, 2013, Meru Networks, Inc. (the “Company”) announced the resignation of Brett White as Chief Financial Officer of the Company, effective June 11, 2013. The Company also announced the appointment of Brian R. McDonald as Chief Financial Officer of the Company, effective June 11, 2013. A copy of the press release relating to Mr. McDonald’s appointment is filed as Exhibit 99.01 to this Current Report on Form 8-K. Mr. McDonald will serve as both the principal financial officer and the principal accounting officer of the Company.

Brian R. McDonald, age 56, served as Vice President and Chief Financial Officer of eASIC, Inc., a privately held company which produces programmable logic semiconductor devices, where he was responsible for all finance, human resources and information technology functions, from August 2011 until June 2013 From June 2004 until March 2011, Mr. McDonald served as Vice President and Chief Financial Officer of Advanced Analogic Technologies, a company engaged in manufacturing and designing analog semiconductor devices, which became publicly held in August 2005. At Advanced Analogic Technologies, Mr. McDonald was responsible for all finance, investor relations, human resources and information technology functions. From August 2002 until June 2004, Mr. McDonald was Vice President and Chief Financial Officer of Monolithic Power Systems, a privately held company engaged in analog power management devices, where he was responsible for all finance, human resources and information technology functions. Prior to 2002, Mr. McDonald held senior financial positions with a variety of other companies, including: Vice President and Chief Financial Officer of publicly held Elantec Semiconductor, Inc.; Vice President and Chief Financial Officer of publicly held Mattson Technology, Inc.; and various senior financial positions at National Semiconductor Corp. He received a B.S. degree in Business Administration from the University of Santa Clara.

In connection with his appointment, the Company and Mr. McDonald executed an employment offer letter (the “Offer Letter”), which provides Mr. McDonald will receive the following:

The foregoing is a summary of the Offer Letter, the Severance Agreement and the Stock Unit Agreement does not purport to be complete. The foregoing is qualified in its entirety by reference to the Offer Letter, the Severance Agreement and the Stock Unit Agreement, copies of which are filed as Exhibits 10.01, 10.02 and 10.04, respectively, to this Current Report on Form 8-K, and incorporated herein by reference.

The press release relating to Mr. McDonald’s appointment, filed as Exhibit 99.01 to this Current Report on Form 8-K, shall not be incorporated by reference in any registration statement or other document filed by the Company with the SEC, whether made before or after the date of this Current Report, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such a filing.

(b)(c) On June 10, 2013, the Company announced the departure of Phil Simmons, a named executive officer of the Company and the Company’s Senior Vice President of Worldwide Engineering, effective immediately. The Company also announced that Robert Schiff, the Company’s vice president of product management, has assumed acting responsibility for the Company’s engineering operations until a successor to Mr. Simmons is located.

(e)     On June 6, 2013, the Board of Directors (the “Board”) of the Company approved the Company’s 2013 New Employee Stock Inducement Plan (the “Inducement Plan”) and approved the standard form of Stock Unit Agreement under the Inducement Plan. The Inducement Plan was adopted for the purpose of granting employment inducement awards to newly hired employees, as contemplated by NASDAQ Listing Rule 5635(c). The Inducement Plan became effective immediately after approval. In accordance with the exemption provided by NASDAQ Listing Rule 5635(c), the Plan was adopted without shareholder approval.

There are 500,000 shares of common stock authorized for issuance under the Inducement Plan. The Inducement Plan is administered by the Compensation Committee of the Board (the “Committee”). The Committee may grant non-statutory stock options, restricted stock awards and stock unit awards (collectively, “Equity Awards”) under the Inducement Plan. Equity Awards will be evidenced by an appropriate award agreement which will describe the terms and conditions of each Equity Award granted under the Inducement Plan. The Committee will, subject to the terms of the Inducement Plan, have all authority to determine the recipients of Equity Awards and the terms and conditions of any such awards, provided that Equity Awards only may be granted to a person or persons being hired as a employee by the Company, its parent, subsidiary or affiliate, or being rehired as an employee by the Company, its parent, subsidiary or an affiliate following a bona fide period of interruption of employment.

Unless terminated sooner by the Board, the Inducement Plan will terminate on the tenth anniversary of the adoption of the Inducement Plan. The Inducement Plan may be amended or terminated by the Board at any time.

The foregoing description of the Inducement Plan is only a summary of the important provisions of the Inducement Plan and does not describe all of the terms and conditions of the Inducement Plan. The description is qualified in its entirety by the reference to the Inducement Plan, which is filed as Exhibit 10.03 and incorporated herein by reference. The standard form of Notice of Stock Unit Award and Stock Unit Agreement is filed as Exhibit 10.04.

(d) Exhibits.

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.

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