Form 8-K

 

 

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): June 23, 2017

 

 

ALBEMARLE CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Virginia   001-12658   54-1692118

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

4350 Congress Street, Suite 700, Charlotte, North Carolina   28209
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, including Area Code: (980) 299-5700

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:

 

  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 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 June 23, 2017, our Board of Directors (the “Board”) appointed Laurie Brlas to our Board as a non-employee director, effective as of the same date, to fill the vacancy left by the retirement of Mr. John Sherman Jr. at our 2017 Annual Meeting of Stockholders. Ms. Brlas was also appointed to the Audit & Finance Committee and the Nominating & Governance Committee of our Board.

In accordance with our non-employee director compensation program, Ms. Brlas will receive an annual retainer of $100,000, payable quarterly beginning July 1, 2017, and an annual grant of stock equal to $120,000.

Ms. Brlas does not have any interest in any transactions requiring disclosure under Item 404(a) of Regulation S-K and there are no arrangements or understandings between her and any other person pursuant to which she was appointed as a director.

A copy of our press release announcing the appointment is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits

 

  (d) Exhibits

 

99.1    Press Release dated June 26, 2017


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

    ALBEMARLE CORPORATION
Date: June 26, 2017     By:  

/s/ Karen G. Narwold

      Karen G. Narwold
      Executive Vice President, Chief Administrative Officer and General Counsel


Index to Exhibits

 

Exhibit

No.

    
99.1    Press Release dated June 26, 2017
EX-99.1

Exhibit 99.1

 

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Laurie Brlas elected to Albemarle Corporation board of directors

CHARLOTTE, N.C., June 26, 2017 - Albemarle Corporation (NYSE: ALB), a leader in the global specialty chemicals industry, announced today that its board of directors has elected Laurie Brlas to the board, effective June 23, 2017. Brlas will also serve as a member of the board’s Audit & Finance Committee and Nominating & Governance Committee.

“Laurie brings extensive operations, strategy and financial experience to our strong board of directors,” said Luke Kissam, Albemarle chairman, president and CEO. “We are excited to have Laurie join our team. She has over 20 years of experience as a leader in various industries including natural resources, which will serve Albemarle and our shareholders well.”

“I am very pleased to welcome Laurie to the Albemarle board of directors,” added Jim Nokes, Albemarle’s lead independent director. “In addition to her industry experience, her financial background and prior experience as a director complement the diverse skills of our board and make her an excellent addition to the committees on which she will serve.”

Brlas is the former executive vice president and chief financial officer of Newmont Mining Corporation, a position she held from September 2013, until October 2016. She previously served in various leadership roles at Cliffs Natural Resources, Inc., an iron ore producer, from 2006 to 2013, including executive vice president and president of Global Operations. Prior to Cliffs, Brlas served as senior vice president and chief financial officer of STERIS Corporation. She currently serves on the board of directors of Perrigo Company and Calpine. Brlas received her bachelor’s degree in Accounting from Youngstown State University in Ohio.

About Albemarle

Albemarle Corporation (NYSE: ALB), headquartered in Charlotte, NC, is a global specialty chemicals company with leading positions in lithium, bromine and refining catalysts. We power the potential of companies in many of the world’s largest and most critical industries, from energy and communications to transportation and electronics. Working side-by-side with our customers, we develop value-added, customized solutions that make them more competitive. Our solutions combine the finest technology and ingredients with the knowledge and know-how of our highly experienced and talented team of operators, scientists and engineers.

Discovering and implementing new and better performance-based sustainable solutions is what motivates all of us. We think beyond business-as-usual to drive innovations that create lasting value. Albemarle employs approximately 4,500 people and serves customers in approximately 100 countries. We regularly post information to www.albemarle.com, including notification of events, news, financial performance, investor presentations and webcasts, non-GAAP reconciliations, SEC filings and other information regarding our company, its businesses and the markets it serves.

 

Albemarle Corporation

4350 Congress Street

Charlotte, North Carolina, USA

 

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Media Contact: Susan Richardson, (980) 299-5672, Susan.Richardson@albemarle.com

Investor Relations Contact: Matt Juneau, (225) 388-7940, Matt.Juneau@albemarle.com

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding Albemarle Corporation’s business that are not historical facts are “forward-looking statements” that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in the Company’s Annual Report on Form 10-K.

 

Albemarle Corporation

4350 Congress Street

Charlotte, North Carolina, USA

 

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