TiVo announced Tuesday that long-time president and CEO Tom Rogers will step down from that position on Jan. 31, 2016 (the end of the company's current fiscal year), and will continue with the DVR pioneer as non-executive chairman of the board, effective Feb. 1, 2016.
TiVo said its board has formed a search committee to identify an internal or external candidate to lead the company.
TiVo also announced that Dan Moloney, a cable industry vet who last served as president of Motorola Mobility, has been appointed its lead independent director. Google acquired Motorola in 2011, and sold its Motorola Home unit to Arris in April 2013 for $2.35 billion. Notably, TiVo and Motorola settled a DVR patent case in mid-2013. According to this TiVo 8-K filing, Moloney succeeds Thomas Wolzein, who has resigned from the TiVo board.
During his 11-year tenure as CEO of TiVo, the company has made significant inroads with cable operators in the U.S. and in Europe, and successfully settled a string of lucrative patent-related lawsuits with Motorola, Cisco Systems, Time Warner Cable, Dish Network, AT&T and Verizon Communications, and is currently pursuing a case against Samsung. One of the biggest challenges faced by Rogers at TiVo has been growing the company's retail business, which it is now attacking with the Bolt, a new 4K-capable HD-DVR with integrated ad-skipping technology.
TiVo ended its fiscal Q2 with 6.03 million total subs (941,000 TiVo-owned, and 5.09 million through MSO partners). TiVo, which reports Q3 results on November 24 and said it will take a one-time charge in Q4 of approximately $11 million related to Rogers's departure, recently bought Cubiware, a middleware vendor that will help TiVo bring its platform to lower-cost devices and enable it to pursue business in emerging markets more aggressively.
Per the 8K, Rogers has entered into a transition agreement, effective November 13, to which he will receive $4.6 million, an additional bonus based on performance criteria, accelerated vesting of all equity-related awards held by Rogers and health and welfare coverage for up to 24 months. “Mr. Rogers has agreed not to solicit TiVo employees for 18 months after his resignation date and to release any claims he may have against the company,” the filing adds.
"TiVo is a great company today -- and I have thoroughly enjoyed the challenge of turning it around and building it from its DVR roots into the leader in providing next-generation TV in the United States and around the world," Rogers said, in a statement. "With the recent successful launch of one of the best reviewed retail television products ever, the new TiVo Bolt, and notable progress in our other core businesses, the Board and I agreed that this was an opportune time to seamlessly transition to a new leadership team. At a personal level, I will welcome the reduced bicoastal travel this will entail. And as a shareholder, I look forward to continuing to serve all TiVo shareholders as non-executive chairman."
"We are confident that Tom and TiVo's experienced leadership team will ensure a smooth transition to a new CEO and president as Tom transitions to non-executive Chairman of the Board," Moloney added. "We thank Tom for his countless contributions to TiVo during his time as CEO and president. The Board believes that these accomplishments aren't fully reflected in TiVo's stock price."
Before joining TiVo, Rogers was chairman and CEO of magazine and website publisher Primedia. Before that, he was president of NBC Cable and executive VP of NBC, and the network’s chief strategist. He is also a founder of CNBC and helped to establish MSNBC. He was also a co-chairman of A&E/History and played key roles at other networks, including what was then Court TV, Bravo, AMC, IFC and the National Geographic Channel.
More to come...
