8-KLeadership ChangesRegulation FD

MERCADOLIBRE INC 8-K Report, Executive Changes (Sep 20, 2007)

Filed September 20, 2007For Securities:MELI

Summary

This Form 8-K filing by MercadoLibre, Inc. (MELI) on September 20, 2007, announces significant changes to its Board of Directors and the adoption of a new compensation plan for its outside directors. The company has expanded its board to seven members with the election of two new directors, Anton J. Levy and Veronica Allende Serra. Mr. Levy, associated with General Atlantic, a significant shareholder post-IPO, has been appointed to the Audit Committee and will chair it. Ms. Serra has been appointed to the Compensation Committee and will chair it. These appointments reflect a strengthening of governance and oversight structures for the company.

Key Highlights

  • 1MercadoLibre expanded its Board of Directors from five to seven members.
  • 2Anton J. Levy was elected as a new Class I director, with his term expiring at the 2008 annual meeting.
  • 3Veronica Allende Serra was elected as a new Class III director, with her term expiring at the 2010 annual meeting.
  • 4Anton J. Levy was appointed to the Audit Committee and designated as its Chairman.
  • 5Veronica Allende Serra was appointed to the Compensation Committee and designated as its Chairman.
  • 6A new compensation plan for outside directors was adopted, effective September 17, 2007.
  • 7Outside directors will receive an annual cash retainer of $30,000, plus annual restricted stock grants vesting over time.

Frequently Asked Questions

Anton J. Levy and Veronica Allende Serra have been elected as new directors.

Anton J. Levy will serve on the Audit Committee and act as its Chairman. Veronica Allende Serra will serve on the Compensation Committee and act as its Chairman.

Outside directors will receive an annual cash retainer of $30,000, along with annual grants of restricted stock. The restricted stock grants will increase in value over two years and will vest twelve months after the grant date.

Yes, Anton J. Levy is a Managing Director at General Atlantic LLC, which purchased a significant number of shares in MercadoLibre's IPO and is a substantial shareholder. His nomination was contemplated as part of General Atlantic's IPO investment.