Astec Industries, Inc. (NASDAQ:ASTE) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)On February 26, 2019, the Board elected Mary L. Howell as a new director of Astec Industries, Inc. The Board determined that Ms. Howell is an “independent director” as defined in the Rule 5605(a)(2) of the Nasdaq Marketplace Rules and also appointed Ms. Howell to serve as a member of the audit committee of the Board. Ms. Howell’s initial term as a director will expire at the Company’s 2019 annual meeting of shareholders, and the Company anticipates that she will stand for reelection at that time.

Ms. Howell has served as Chief Executive Officer of Howell Strategy Group, an international consulting firm, since the firm’s founding in January of 2010. Previously, Ms. Howell served as Executive Vice President of Textron Inc. from 1995 to 2009. She was an officer of that company for 24 years, serving on the Textron Management Committee, which was composed of Textron’s top five executives responsible for the management of the company, for over 15 years. Ms. Howell currently serves as Lead Director of the Board of Directors of Esterline Corporation, an aerospace and defense company. In addition, she serves on the Board of Vectrus, an industry-leading facilities management, logistics and network communications services company, and is a member of the Audit and Compensation Committees and Chairs the Strategy Committee. In 2008, Ms. Howell received the Charles Ruch Semper Fidelis Award and in 2010 became an Honorary Marine for her long-standing commitment to the U.S. Marine Corps and her leadership in various programs that have supported the Marine Corps mission. She graduated from the University of Massachusetts at Amherst with a Bachelor of Science Degree.

There have been no arrangements or understandings between Ms. Howell and any other person to which she was elected as a director. Ms. Howell will receive compensation for her services as director in accordance with the director compensation plan described under the heading “Material Terms of Director Compensation Plan” in the Company’s definitive Proxy Statement datedMarch 9, 2018, and filed with the Securities and Exchange Commission on March 9, 2018.

On March 1, 2019, the Company issued a press release with additional information regarding the foregoing. A copy of this press release is attached to this filing as an exhibit and is incorporated herein by reference.

Item 5.02. Financial Statements and Exhibits.

(d) Exhibits

ASTEC INDUSTRIES INC Exhibit
EX-99.1 2 ex99-1.htm PRESS RELEASE Exhibit 99.1 Astec Industries,…
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About Astec Industries, Inc. (NASDAQ:ASTE)

Astec Industries, Inc. designs, engineers, manufactures and markets equipment and components used primarily in road building and related construction activities. The Company’s products are used in each phase of road building, from quarrying and crushing the aggregate to application of the road surface. The Company also manufactures certain equipment and components unrelated to road construction, including equipment for the mining, quarrying, construction and demolition industries, and port and rail yard operators; gas and oil drilling rigs; water well and geothermal drilling rigs; industrial heat transfer equipment; whole-tree pulpwood chippers; horizontal grinders, and blower trucks. The Company also manufactures a line of multiple use plants for cement treated base, roller compacted concrete and ready-mix concrete. The Company’s business segments are Infrastructure Group, Aggregate and Mining Group and Energy Group.