UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 4, 2022

VERRA MOBILITY CORPORATION

(Exact name of registrant as specified in its charter)

(480) 443-7000

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ 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:

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. ☐

EXPLANATORY NOTE

This Amendment No. 1 amends the Current Report on Form 8-K (the “Original 8-K”) of Verra Mobility Corporation (the “Company”), as filed with the United States Securities and Exchange Commission on March 4, 2022, regarding, among other things, the appointment of Craig C. Conti as the Company’s Executive Vice President and Chief Financial Officer effective April 11, 2022. The disclosure included in the Original 8-K otherwise remains unchanged.
 

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

The Company previously announced the appointment of Craig C. Conti as the Company’s Chief Financial Officer (“CFO”) to be effective April 11, 2022. In connection with the Company’s delayed filing of its Annual Report on Form 10-K for the year ended December 31, 2021 (the “Form 10-K”), the Company and Mr. Conti have agreed that the date of Mr. Conti’s appointment as CFO shall be the later date of April 11, 2022, and the day immediately following the filing date of the Form 10-K (such date, the “Transition Date”). Patricia Chiodo will remain CFO, with responsibilities of the Company’s principal financial officer, until the Transition Date. Mr. Conti will assume the responsibilities of the Company’s principal financial officer effective as of his appointment as CFO on the Transition Date. The potential delay in Mr. Conti’s appointment as CFO will not impact his employment start date (which remains April 11, 2022) or any other terms of his Executive Employment Agreement (as defined in the Original 8-K).

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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