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

Date of Report (Date of earliest event reported): November 7, 2017

GOPRO, INC.
(Exact name of registrant as specified in its charter)

			
Delaware	001-36514	77-0629474	
(State or Other Jurisdiction
of Incorporation)	(Commission File No.)	(I.R.S. Employer
Identification No.)	
3000 Clearview Way, San Mateo, California 94402
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (650) 332-7600
N/A
(Former Name or Former Address, if Changed Since Last Report)

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):

o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)	
		
o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)	
		
o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))	
		
o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))	

	
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 o

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. o	

Item 8.01 Other Events

On November 7, 2017, Nicholas Woodman, Chief Executive Officer of GoPro, Inc. (the “Company”) sent an update to the Company’s employees addressing recent sales of shares, pursuant to a 10b5-1 trading plan, by a trust for which he and his spouse are co-trustees. A copy of such update is attached to this report as Exhibit 99.1

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits

	

Exhibit
No.	 	Description of Exhibit	
 	 	
99.1	 	Company-wide message dated November 7, 2017 from Nicholas Woodman, Chief Executive Officer of GoPro, Inc. to employees of the company.	

SIGNATURE

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.

	
		
 	GoPro, Inc.	
 	(Registrant)	

 	 	
Dated: November 7, 2017	By: /s/ Sharon Zezima	
 	Sharon Zezima
SVP, Corporate / Business Development, General Counsel and Corporate Secretary

INDEX TO EXHIBITS

	

Exhibit
No.	 	Description of Exhibit	
 	 	
99.1	 	Company-wide message dated November 7, 2017 from Nicholas Woodman, Chief Executive Officer of GoPro, Inc. to employees of the company.	

            EXHIBIT 99.1 
 
Hey GoPro,
 
I want to brief you on a personal matter: my 10b5-1 stock sales plan has started selling some of my shares and it’s likely that this will generate some speculation in the media.  I want to make sure that you all get the facts directly from me.
 
What’s Going On ?  My 10b5-1 stock plan was set up a while ago to automatically sell shares for me when certain criteria are met. It’s now kicking in for the first time.
 
Why Sell?  I haven’t sold any stock for the past three years. Both common sense and my financial advisors tell me that I need to diversify some of my ownership in GoPro into other things. I’ve put this off for a very long time but I have to acknowledge it’s not very smart of me to have so many eggs in one basket.
 
My 10b5-1 plan is entirely financial and has nothing to do with my excitement for our future. As those of you who work directly with me know, I literally cannot wait for all the new products and advancements we’ve got lined up for 2018 and beyond. We’re the best team we’ve ever been, we’re putting out our best products ever and I only see this being more the case moving forward. I’m so excited for our future ‘cause we’re going to rock it!!!!
 
Thanks for understanding and, if there is any public reaction to the sales, I apologize for this distraction!
 
Hi5 - Nick