UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 1, 2022 (July 28, 2022)
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification Number) | ||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
Registrant’s telephone number, including area code: 724 -776-8600
Former name or former address, if changed since last report: N/A
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) | ||||||||
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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:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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 | ||||
(b) Departure of Certain Officers
(c) Appointment of Certain Officers
Kenneth D. Krause, Senior Vice President, Chief Financial Officer and Treasurer of the Company has notified the Company that he will resign effective August 26, 2022, to pursue another business opportunity. Mr. Krause’s departure is not a result of any disagreement with the Company or its Board of Directors relating to the Company’s operations, policies or practices or any issues regarding its accounting policies or practices.
The Company is undertaking a comprehensive search for a replacement and until one is found, MSA Chief Accounting Officer, Jonathan D. Buck will act as interim Chief Financial Officer effective August 26, 2022, in addition to his current roles at the Company. For more information regarding Mr. Buck, please refer the Company’s Current Report on Form 8-K filed on March 3, 2020.
A copy of the press release announcing the departure of Mr. Krause and the appointment of Mr. Buck as interim CFO is attached as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits | ||||
(d) Exhibits
99.1 MSA Safety Incorporated Press Release dated August 1, 2022.
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, MSA Safety Incorporated has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
MSA SAFETY INCORPORATED | |||||||||||
(Registrant) | |||||||||||
By | /s/ Stephanie L. Sciullo | ||||||||||
Stephanie L. Sciullo | |||||||||||
Vice President and Chief Legal Officer | |||||||||||
Date: August 1, 2022
EXHIBIT INDEX
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document) | |||||||
EXHIBIT 99.1
FROM: MSA (MSA Safety Incorporated)
Ticker: MSA (NYSE)
MSA Media Contact: Mark Deasy +1 (412) 559-8154
MSA Investor Relations Contact: Chris Hepler +1 (412) 225-3717
MSA Safety Announces Chief Financial Officer Transition
PITTSBURGH, August 1, 2022 – MSA Safety Incorporated (NYSE: MSA) today announced it has accepted the resignation of its Chief Financial Officer, Kenneth Krause, effective August 26, 2022. Mr. Krause, who was elected CFO in December 2015, is leaving to accept the position of CFO at another public company located outside of Pennsylvania.
Nish Vartanian, MSA Safety Chairman, President and CEO, said the company has initiated a comprehensive external search for a new CFO. In addition, MSA Chief Accounting Officer Jonathan Buck has been appointed interim CFO.
“On behalf of our Board of Directors and the entire MSA organization, we want to thank Ken for his many contributions to MSA during his 15 years with the company,” Mr. Vartanian said. “Ken helped MSA achieve meaningful improvements in profitability and cash flow, resulting in top quartile performance with regard to stock price and total shareholder return,” he said.
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 helmets and protective apparel, and fall protection devices. With 2021 revenues of $1.4 billion, MSA employs approximately 4,800 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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