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): January 22, 2019
MSA SAFETY INCORPORATED
(Exact name of registrant as specified in its charter)
Pennsylvania | 1-15579 | 46-4914539 | |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification Number) | |
1000 Cranberry Woods Drive Cranberry Township, PA | 16066 | ||
(Address of principal executive offices) | (Zip Code) | ||
Registrant’s telephone number, including area code: 724-776-8600
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:
☐ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. ☐ |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
d. Election of Director
On January 22, 2019, the Board of Directors of MSA Safety Incorporated elected William R. Sperry to the Company’s Board of Directors effective February 1, 2019. The Company’s press release announcing the election is filed as an exhibit to this report.
At this time, Mr. Sperry has not been appointed to any Board committees. For his services, Mr. Sperry will receive the compensation paid to non-employee directors as described in the “Compensation of Directors” section of the Company’s most recent Proxy Statement dated April 6, 2018, which is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is being furnished as part of this Report.
Exhibit No. Description
99.1 Press Release dated January 28, 2019.
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 thereunto duly authorized.
MSA SAFETY INCORPORATED
(Registrant)
By /s/ Douglas K. McClaine
_________________________________________
Douglas K. McClaine
Senior Vice President, Secretary and
Chief Legal Officer
Date: January 28, 2019
EXHIBIT INDEX
Exhibit No. | Description | |
99.1 | ||
FROM: MSA (MSA Safety Incorporated)
Ticker: MSA (NYSE)
Media Relations Contact: Mark Deasy – (724) 741-8570
Investor Relations Contact: Elyse Lorenzato – (724) 741-8525
William Sperry Elected to MSA Board of Directors
PITTSBURGH, January 28, 2019 – The Board of Directors of global safety equipment manufacturer MSA Safety Incorporated (NYSE: MSA) today announced that William R. Sperry, Senior Vice President and Chief Financial Officer of Hubbell Incorporated (NYSE: HUBB), has been elected to the company’s Board of Directors. Mr. Sperry was elected as part of the MSA Board’s succession plan for director retirement.
“We are pleased to add a person of Bill Sperry’s caliber to the MSA Board,” said William M. Lambert, MSA’s Chairman. “Bill brings to MSA a tremendous amount of experience in the areas of public company financial analysis, investor relations, mergers and acquisitions, and strategy development. His knowledge and insight, gained from nearly 35 years in the financial field and as a business executive, will serve MSA very well as we continue to advance our corporate strategy and work toward our long-range goals.”
Hubbell Incorporated is an international manufacturer of quality electrical and electronic products for a broad range of non-residential and residential construction, industrial and utility applications. With 2017 revenues of $3.7 billion, Hubbell operates manufacturing facilities in the United States and around the world. The corporate headquarters is located in Shelton, CT.
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Prior to joining Hubbell in 2008, Mr. Sperry was Managing Director, Industrials Coverage, for Lehman Brothers, Inc. He also served as Managing Director and Vice President of Mergers and Acquisitions for JPMorgan Chase & Co.; Senior Engagement Manager for McKinsey & Company, Inc.; and as Assistant Treasurer, Corporate Banking for Credit Suisse Securities LLC.
A resident of Darien, CT, Mr. Sperry holds an MBA from the Harvard Business School and a bachelor’s degree in Economics from Williams College.
About MSA Safety
Established in 1914, MSA Safety Incorporated is the global leader in the development, manufacture and supply of safety products that protect people and facility infrastructures. Many MSA products integrate a combination of electronics, mechanical systems and advanced materials to protect users against hazardous or life-threatening situations. The company's comprehensive product line is used by workers around the world in a broad range of markets, including the oil, gas and petrochemical industry, the fire service, the construction industry, mining and the military. MSA’s core products include self-contained breathing apparatus, fixed gas and flame detection systems, portable gas detection instruments, industrial head protection products, firefighter protective apparel and helmets, and fall protection devices. With 2017 revenues of $1.2 billion, MSA employs approximately 4,700 people worldwide. The company is headquartered north of Pittsburgh in Cranberry Township, Pa., and has manufacturing operations in the United States, Europe, Asia and Latin America. With more than 40 international locations, MSA realizes approximately half of its revenue from outside North America. For more information visit MSA’s web site at www.MSAsafety.com.
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