Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure · Other Events
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On August 24, 2026, Caryn Marooney notified the board of directors (the “Board”) of Elastic N.V.…
Filed Aug 27, 2026Accepted Aug 27, 2026, 4:16 PM EDTCIK 1707753Accession 0001707753-26-000036
Elastic (NYSE: ESTC) integrates its deep expertise in search technology with artificial intelligence to help everyone transform all of their data into answers, actions, and outcomes. The Elasticsearch Platform, which is the foundation for its search, observability, and security solutions, is used by thousands of companies, including more than 50% of the Fortune 500. Learn more at elastic.co.
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Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 24, 2026, Caryn Marooney notified the board of directors (the “Board”) of Elastic N.V. (the “Company” or “Elastic”) that she will not be standing for re-appointment as a non-executive director following the expiration of her term at the annual general shareholders meeting in October 2026 (the “2026 AGM”). Ms. Marooney currently serves on the Company’s Compensation Committee and Nominating and Corporate Governance Committee. Ms. Marooney’s decision to not stand for re-appointment as a member of the Board is not a result of any disagreement with the Company or its Board, or any matter relating to the Company’s operations, policies, or practices.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure.
On August 27, 2026, the Company issued a press release announcing the matters discussed in this Current Report on Form 8-K (this “Report”). A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.
The information contained in Item 7.01 of this Report, including Exhibit 99.1, shall be deemed “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events.
On August 26, 2026, the Board nominated Julia Liuson to stand for appointment to the Board as a non-executive director at the 2026 AGM. Pursuant to Dutch law, Ms. Liuson’s appointment to the Board is subject to a shareholder vote, to be held at the 2026 AGM. Subject to her appointment to the Board, Ms. Liuson also will be appointed to serve as a member of the Company’s Compensation Committee.
Ms. Liuson served as President of the Developer Division of Microsoft Corporation (“Microsoft”), a global technology provider, from November 2021 until June 2026, and as Corporate Vice President of Microsoft from 2012 to 2021. Since January 2021, Ms. Liuson has served on the board of Cadence Design Systems, Inc., a developer of computational, AI-driven software, accelerated hardware, and silicon intellectual property products and solutions. Since July 2026, Ms. Liuson has served as an observer on the board of directors of Schneider Electric SE, a provider of energy technology and automation solutions. Ms. Liuson also serves on the board of directors of Wanderboat. AI, an AI travel and local discovery platform. Ms. Liuson holds a B.S.E.E. in Electrical and Computer Engineering from the University of Washington.