Teradata Corporation (NYSE: TDC) filed a Form 8-K on August 3, 2026, disclosing the election of Bernd Leukert as a Class II director to its Board of Directors , effective August 1, 2026, in connection with a previously announced Cooperation Agreement.

Key Highlights

  • New director elected: Bernd Leukert was elected as a Class II director with a term expiring at the 2027 annual meeting of stockholders, effective August 1, 2026.
  • Board expansion: The Board size expanded from nine to ten directors, and Class II expanded from three to four directors.
  • Committee appointment: Mr. Leukert was appointed to serve on the Nominating and Governance Committee of the Board.
  • Independence determination: The Board determined that Mr. Leukert is independent under Teradata's Corporate Governance Guidelines and NYSE and SEC requirements.
  • Cooperation Agreement: The election fulfills a commitment made under a Cooperation Agreement with Lynrock Lake Partners LLC, Lynrock Lake LP, Lynrock Lake Master Fund LP, and Cynthia Paul, announced on February 11, 2026.
  • Compensation: Mr. Leukert will participate in the non-employee director compensation arrangements under the Teradata Director Compensation Program, as described in Teradata's proxy statement filed on March 26, 2026.

Teradata Adds Tenth Board Member Under Lynrock Lake Cooperation Agreement

According to the filing, Teradata's Board of Directors approved the election of Bernd Leukert as a Class II director on July 30, 2026, with the appointment taking effect on August 1, 2026. The move fulfills an obligation under the Cooperation Agreement that Teradata had entered into with the Stockholder Parties, a group that includes Lynrock Lake Partners LLC, Lynrock Lake LP, Lynrock Lake Master Fund LP, and Cynthia Paul. The Company had previously announced on February 11, 2026 that it expected to elect a second director under that agreement by no later than August 1, 2026.

The filing states that the Board expanded its size from nine to ten directors and that Class II of the Board grew from three to four directors to accommodate the appointment. Mr. Leukert's initial term as a Class II director is set to expire at the Company's 2027 annual meeting of stockholders. In addition to his role as a director, Mr. Leukert was appointed to the Nominating and Governance Committee.

The filing discloses that "other than the Cooperation Agreement, there are no arrangements or understandings between Mr. Leukert and any other person pursuant to which he was selected as a director," and that "there are no transactions involving Mr. Leukert that would be required to be reported under Item 404(a) of Regulation S-K." Mr. Leukert's compensation will follow the non-employee director arrangements under the Teradata Director Compensation Program, details of which were included in the proxy statement filed on March 26, 2026.

What Was Disclosed

Teradata disclosed the election of Bernd Leukert to its Board as a Class II director, effective August 1, 2026, the associated expansion of the Board from nine to ten members, his appointment to the Nominating and Governance Committee, and his independence determination under applicable guidelines.