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):
August 13, 2018 (August 8, 2018)
Eagle Materials Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 1-12984 | 75-2520779 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 3811 Turtle Creek Blvd., Suite 1100, Dallas, Texas | 75219 | |||
| (Address of principal executive offices) | (Zip code) | |||
Registrant’s telephone number including area code: (214) 432-2000
Not Applicable
(Former name or former address if changed from 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 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
Information responsive to Item 5.02(c):
On August 8, 2018, the Board of Directors of Eagle Materials Inc. (the “Company”) named Michael Haack to the office of President and Chief Operating Officer, effective immediately. David B. Powers will remain Chief Executive Officer. The information regarding Mr. Haack required by Item 5.02(c) of Form 8-K is set forth in the Company’s Definitive Proxy Statement on Schedule 14A for its 2018 annual meeting of stockholders, filed with the Securities and Exchange Commission on June 22, 2018, and is incorporated herein by reference.
| Item 7.01. | Regulation FD Disclosure |
The Company issued a press release, dated August 13, 2018, relating to the naming of Mr. Haack as President and Chief Operating Officer. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 7.01 and in the attached Exhibit 99.1 shall be deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit |
Description | |
| 99.1 | Press release of Eagle Materials Inc., dated August 13, 2018 | |
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.
| EAGLE MATERIALS INC. | ||
| By: | /s/ James H. Graass James H. Graass Executive Vice President, General Counsel and Secretary | |
Date: August 13, 2018
Exhibit 99.1
News for Immediate Release
EAGLE MATERIALS NAMES MICHAEL HAACK
PRESIDENT AND COO
(DALLAS – August 13, 2018): Eagle Materials Inc. (NYSE:EXP) announced today that Michael Haack has been named President and Chief Operating Officer of Eagle Materials Inc.
The announcement was made by Dave Powers, Chief Executive Officer, who commented that “Michael has been serving as our COO since 2014 and has distinguished himself across all of our lines of business. This expansion of Michael’s role reflects the company’s significant growth in recent years and the opportunity to build our leadership capacity, as we extend Eagle’s track-record as the benchmark operating performer in the industry.” Michael Haack added “I am excited to take on this expanded responsibility, as we continue to pursue our well-established strategy of value creation and capitalize on the many opportunities we see ahead.”
Prior to joining Eagle, Mr. Haack spent 17 years at Halliburton Energy Services, holding successively important operating positions, culminating with the management of Global Operations for Sperry Drilling, a multi-billion dollar company in the drilling and evaluation division of Halliburton. Mr. Haack holds a Master of Science degree from Texas A&M University and a Bachelor of Science degree from Purdue University, both in Industrial Engineering, and an MBA from Rice University.
About Eagle Materials Inc.
Eagle Materials Inc. manufactures and distributes Cement, Gypsum Wallboard, Recycled Paperboard, Concrete and Aggregates, and Oil and Gas Proppants from more than 75 facilities across the US. Eagle is headquartered in Dallas, Texas.
For additional information, contact at 214/432-2000.
Robert S. Stewart
Executive Vice President, Strategy, Corporate Development and Communications
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