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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
August 23, 2025
Date of Report (date of earliest event reported)
BlackBerry Limited
(Exact name of registrant as specified in its charter)
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Canada |
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001-38232 |
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98-0164408 |
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(State or other jurisdiction of incorporation or organization) |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
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2200 University Ave East |
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Waterloo |
Ontario |
Canada |
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N2K 0A7 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
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(519) 888-7465
Registrant's telephone number, including area code
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 (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
| Common Shares |
BB |
New York Stock Exchange |
| Common Shares |
BB |
Toronto Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 23, 2025, the board of directors (the “Board”) of BlackBerry Limited (the “Company”) appointed Barry Mainz as a member of the Board.
Mr. Mainz will receive the same compensation for his service and the same indemnification as the Company’s other non-employee directors. Aside from such compensation, there is no arrangement or understanding between Mr. Mainz and any other person pursuant to which Mr. Mainz was appointed as a director.
The Board determined that Mr. Mainz is independent and meets the applicable director independence standards of the New York Stock Exchange and the Toronto Stock Exchange. There are no related party transactions between Mr. Mainz and the Company that would be reportable under Item 404(a) of Regulation S-K and Mr. Mainz does not have any familiar relationship with any director or executive officer of BlackBerry.
Item 7.01 Regulation FD Disclosure.
On August 27, 2025, the Company issued a press release announcing the appointment of Mr. Mainz to the Board. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information furnished herewith pursuant to Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, 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, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
EXHIBIT INDEX
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| Exhibit |
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Description |
| 99.1 |
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| 104 |
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Cover Page Interactive Data File (formatted as inline XBRL). |
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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BlackBerry Limited
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Date: |
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August 27, 2025 |
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By: |
/s/ Phil Kurtz |
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Name: |
Phil Kurtz |
| Title: |
Chief Legal Officer and Corporate Secretary |
EX-99.1
2
barrymainzboardappointment.htm
EX-99.1
Document
NEWS RELEASE
BlackBerry Appoints Barry Mainz to its Board of Directors
Waterloo, Ontario – August 27, 2025 – BlackBerry Limited (NYSE: BB; TSX: BB) announced today that it has appointed software executive Barry Mainz to its Board of Directors.
Mr. Mainz is a technology veteran with 30 years of experience in executive leadership, global sales, marketing, product-led growth, and product development. He is the Chief Executive Officer of Forescout Technologies, a global cybersecurity leader, and has previously served as President of Wind River Systems, Chief Operating Officer of Malwarebytes, as well as Chief Executive Officer and director of MobileIron. Mr. Mainz has also served as an Operating Partner at Crosspoint Capital and has held leadership roles, as well as advisory and board positions, at public and private companies such as Mercury Interactive, Makara (acquired by Red Hat), and Sun Microsystems. Mr. Mainz holds a Bachelor of Arts degree in Communications from San Francisco State University.
“We’re very pleased to announce Barry’s appointment and the further strengthening of the BlackBerry board,” said Dick Lynch, Board Chair. “Barry brings to BlackBerry a unique combination of relevant strategic, operating and go-to-market experience from across the security software industry – from embedded software, to network security to unified endpoint management.”
"I’m honored to join the BlackBerry Board of Directors at a moment when the company’s leadership in Secure by Design technologies has never been more critical, said Barry Mainz. “We’re seeing both strong growth in the deployment of high-performance, safety-critical software at the edge and a significant increase in breaches targeting non-traditional connected devices from automotive systems to medical devices to aerospace and defense. BlackBerry’s QNX platform and secure communications expertise is critical in both powering and securing the next wave of these non-traditional connected devices.”
In connection with the appointment of Mr. Mainz, the Board increased the total number of directors to eight, seven of whom are independent directors, including Mr. Mainz.
About BlackBerry
BlackBerry (NYSE:BB)(TSX:BB) provides enterprises and governments the intelligent software and services that power the world around us. Based in Waterloo, Ontario, the company's high-performance foundational software enables major automakers and industrial giants alike to unlock transformative applications, drive new revenue streams and launch innovative business models, all without sacrificing safety, security, and reliability. With a deep heritage in Secure Communications, BlackBerry delivers operational resiliency with a comprehensive, highly secure, and extensively certified portfolio for mobile fortification, mission-critical communications, and critical events management.
For more information, visit BlackBerry.com and follow @BlackBerry.
Investor Contact:
BlackBerry Investor Relations
+1 (519) 888-7465
investorrelations@blackberry.com
Media Contact:
BlackBerry Media Relations
+1 (519) 597-7273
mediarelations@blackberry.com
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