Current Report Filing (8-k)
26 9월 2020 - 3:41AM
Edgar (US Regulatory)
0001433660
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0001433660
2020-09-22
2020-09-22
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iso4217:USD
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):
September 22, 2020
John Bean Technologies Corporation
(Exact name of registrant as specified
in its charter)
Delaware
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001-34036
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91-1650317
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer Identification
No.)
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70 West Madison Street
Chicago, Illinois 60602
(Address of Principal executive offices,
including Zip Code)
(312) 861-5900
(Registrant’s telephone number,
including area code)
(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:
¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Common stock, par value $0.01 per share
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JBT
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New York Stock Exchange
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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 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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¨
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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 September 24, 2020, John Bean Technologies
Corporation (the “Company”) announced that Brian A. Deck will resume his role as Interim President and Chief Executive
Officer, effective immediately.
Following further discussions with the
Company’s Board of Directors, Thomas W. Giacomini has decided that he is unable to return as Chief Executive Officer of the
Company and has stepped down, effective immediately, to focus on his health and recovery. He resigned from the Board of Directors
on September 22, 2020.
Alan Feldman will continue in his role
as Non-Executive Chairman on a permanent basis. Matt Meister, Vice President and CFO for JBT Protein, has been named Interim Chief
Financial Officer. Mr. Meister joined JBT in May 2019 and has responsibility for all finance activity for the Protein Division
within the FoodTech segment. He brings a strong track record of driving results and developing process improvements in complex,
global businesses to the role of Interim CFO.
Matt Meister, age 42, joined the
Company in May 2019 as Vice President and CFO for JBT Protein. Prior to joining the Company, Mr. Meister served as Group Vice
President, Health and Science Technologies, of IDEX Corporation (“IDEX”) from January 2019 to May 2019, as Group Vice President
of Finance and IT of IDEX from 2015 to January 2019 and as Vice President of Finance and IT of IDEX from 2013 to 2015. Prior
to joining IDEX in 2013, he held various roles of increasing responsibility at Navistar International Corporation. Mr.
Meister holds an MBA from The University of Chicago Booth School of Business and an undergraduate degree in Finance and
Operations Management from Washington University in St. Louis.
In
connection with Mr. Deck’s appointment as Interim President and Chief Executive Officer, Mr. Deck’s bi-weekly salary
will remain at an annual rate of $820,000, instead of returning to the annual rate he received prior to assuming the Interim Chief
Executive Officer role, and will continue for the period he serves in the role of Interim President and Chief Executive Officer. The terms of the compensation arrangements with Mr. Meister with respect to his service as Interim Chief Financial Officer, and with Mr.
Giacomini with respect to his separation from the Company, will be disclosed in a subsequent Current Report on Form 8-K.
Item 7.01. Regulation FD Disclosure.
On September 24, 2020, the Company issued
a press release with respect to the matters described in Item 5.02. A copy of the press release is furnished with this report as
Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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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John Bean Technologies Corporation
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Date: September 25, 2020
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By:
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/s/ Brian A. Deck
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Name
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Brian A. Deck
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Title
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Interim President and Chief Executive Officer
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John Bean Technologies (NYSE:JBT)
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