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): October 11, 2018
KOPPERS HOLDINGS INC.
(Exact name of registrant as specified in its charter)
|
Pennsylvania |
1-32737 |
20-1878963 |
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
|
|
|
|
436 Seventh Avenue Pittsburgh, Pennsylvania |
|
15219 |
|
(Address of principal executive offices) |
|
(Zip Code) |
|
|
|
|
Registrant’s telephone number, including area code: (412) 227-2001
Not Applicable
(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):
|
☐ |
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 (§ 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 ☐
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.
On October 11, 2018, David M. Hillenbrand, Ph.D., notified Koppers Holdings Inc. (the “Company”) of his resignation as Chairman of the board of directors (the “Board of Directors”) of the Company, effective immediately. Dr. Hillenbrand resigned for personal and health reasons and not as a result of any disagreement with the Company.
In connection with Dr. Hillenbrand's resignation as a director, the size of the Company's Board of Directors was reduced from 11 to 10 directors. The Board of Directors also elected Mr. Stephen R. Tritch, who has served as an independent director since 2009, as Chairman of the Board, effective as of October 14, 2018.
|
Item 8.01 |
Other Events. |
On October 17, 2018, the Company issued a press release regarding the foregoing matters. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is furnished herewith:
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.
Dated: October 17, 2018
|
KOPPERS HOLDINGS INC. |
||
|
|
|
|
|
By: |
|
/s/ Michael J. Zugay |
|
|
|
Michael J. Zugay |
|
|
|
Chief Financial Officer and Treasurer |