IronNet, Inc. appointed Linda Zecher Higgins as new CEO

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departure of Chief Executive Officer

On July 11, 2023 (the "Separation Date"), General Keith Alexander informed the Board of his intention to resign as the Company's Chief Executive Officer ("CEO"), effective immediately pursuant to the Letter Agreement. General Alexander will continue to serve as a Director and Chairman of the Board following his resignation as Chief Executive Officer.

It is contemplated that the Company and General Alexander will enter into a Separation Agreement providing for certain severance benefits payable to Mr. Alexander, certain releases and certain other agreements, which remain subject to final negotiation and further authorization and approval by the Board.

Appointment of Chief Executive Officer and Director

On July 11, 2023, pursuant to the Letter Agreement, the Company appointed Linda Zecher Higgins as the Company's CEO, effective as of the Separation Date. On the same day, the Board, upon recommendation of the Nominating and Governance Committee of the Board, appointed Ms. Zecher as a director of the Company to fill the vacancy on the board existing as of the Separation Date created by the departure of William E. Welch on September 30, 2022. Ms. Zecher was appointed as a Class III director, whose term is scheduled to expire at the annual meeting of stockholders to be held in 2024.

Ms. Zecher, 70, is the Chief Executive Officer and Managing Partner of the Barkley Group, a consulting firm focused on cybersecurity and digital transformation, and has served in this capacity since January 2017. Ms. Zecher also currently serves as Chairman of C5. Prior to that, Ms. Zecher served as the President and Chief Executive Officer, and a member of the Board of Directors, of Houghton Mifflin Harcourt Company, from 2011 to 2016. Prior to that, she was Corporate Vice President, Worldwide Public Sector of Microsoft Corporation from 2003 to 2011. Ms. Zecher has served on the board of directors of Hasbro, Inc. since 2014, Tenable Holdings Inc. since August 2019, and C5 Acquisition Corp since January 2022. Ms. Zecher received a B.S. in Earth Science from Ohio State University.

The Company believes that Ms. Zecher's experience in leading the transformations of businesses in the digital space, her expertise and skill in driving technological innovation and her expertise in financial markets, financial investment, financial restructuring qualify Ms. Zecher to serve on the Board.


There is no arrangement or understanding between Ms. Zecher and any other persons or entities pursuant to which Ms. Zecher was appointed as a director other than the matters referred to in Item 1.01 of this Form 8-K. There have been no transactions, nor are there any currently proposed transactions, in which the Company was or is to be a participant and which Ms. Zecher, or any member of her immediate family, had, or will have, a direct or indirect material interest.

Appointment of President

On July 11, 2023 and pursuant to the Letter Agreement, the Company appointed Cameron Pforr, Chief Financial Officer, as the president of the Company. Mr. Pforr will continue to serve as the Company's Chief Financial Officer.

Mr. Pforr, 58, has served as the Company's Chief Financial Officer since September 2022. Previously, Mr. Pforr served as President of Fidelis Cybersecurity, a cybersecurity company, a position he held since March 2022 after having previously served as Fidelis's Chief Financial Officer from April 2020 to March 2022. From 2016 to April 2020, Mr. Pforr served as Vice President of Strategy and Corporate Development at Jenzabar, a provider of information technology services and consulting for the higher education industry. He previously held senior management roles at Permabit Technology Corporation, a software company later acquired by Red Hat, Inc., and WhipTail Technologies, Inc., a data storage array company that was acquired by Cisco Systems. Earlier in his career, Mr. Pforr was an investment banker with Revolution Partners and Deutsche Bank Securities and a consultant with Bain and Company. Prior to his business career, Mr. Pforr served as a Foreign Service Officer for the U.S. Department of State and an analyst for the U.S. Department of Defense. Mr. Pforr received a B.S. in Computer Science from the College of William and Mary, an M.A. in International Studies from the University of Pennsylvania, and an M.B.A. from the University of Pennsylvania's Wharton School. 

There is no arrangement or understanding between Mr. Pforr and any other persons or entities pursuant to which Mr. Pforr was appointed as president other than the matters referred to in Item 1.01 of this Form 8-K. There have been no transactions, nor are there any currently proposed transactions, in which the Company was or is to be a participant and which Mr. Pforr, or any member of his immediate family, had, or will have, a direct or indirect material interest.