Cooper Tire & Rubber Company (NYSE:CTB) Files An 8-K Results of Operations and Financial ConditionItem 5.02 Results of Operations and Financial Condition.
On October29, 2018, Cooper Tire & Rubber Company (the "Company") issued a press release reporting its financial results for the third quarter 2018. A copy of the Company's press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October26, 2018, the Board of Directors (“Board”) of the Company elected Kathryn P. Dickson and Brian C. Walker as new directors, effective immediately, for an initial term ending at the Company’s 2019 Annual Meeting of Stockholders or until his/her earlier resignation or removal. Neither Ms. Dickson nor Mr. Walker are being appointed to any committees at this time. Ms. Dickson is currently serving as a Senior Vice President of Mattel, Inc. and President of its American Girl subsidiary and Mr. Walker recently retired as President and Chief Executive Officer of Herman Miller, Inc. The Board has determined that, as of October26, 2018, Ms. Dickson and Mr. Walker both satisfy the definition of “independent director” under the listing standards of the New York Stock Exchange.
As non-employee directors, Ms. Dickson and Mr. Walker will each receive compensation in the same manner as the Company’s other non-employee directors, which compensation the Company previously disclosed in the Company’s definitive proxy statement on Schedule14A filed on March 22, 2018 with the Securities and Exchange Commission (the “SEC”).
On October26, 2018, the Company also entered into Indemnification Agreements (the “Indemnification Agreement”) with each of Ms. Dickson and Mr. Walker. Each Indemnification Agreement is substantially the same as the form of indemnification agreement for directors and executive officers that is filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on December20, 2006.
Item 5.02 Other Events.
On October29, 2018, the Company posted a summary slide presentation regarding third quarter 2018 (the“Slide Presentation”) on its corporate website. A copy of the Slide Presentation is attached hereto as Exhibit 99.2 and is incorporated by reference into this Item 5.02.
Item 5.02 Financial Statements and Exhibits.
(d) Exhibits
COOPER TIRE & RUBBER CO ExhibitEX-99.1 2 ctb-09302018xearnings.htm EXHIBIT 99.1 Exhibit NEWS____________________________________________________________________________________________________________________________________________Cooper Tire & Rubber Company Reports Third Quarter 2018 ResultsFINDLAY,…To view the full exhibit click here
About Cooper Tire & Rubber Company (NYSE:CTB)
Cooper Tire & Rubber Company (Cooper) is a manufacturer and marketer of replacement tires. The Company specializes in the design, manufacture, marketing and sales of passenger car and light truck tires. Cooper and its subsidiaries sell medium truck, motorcycle and racing tires. It has four business segments: North America, composed of its operations in the United States and Canada; Latin America, composed of its operations in Mexico, Central America and South America; Europe, and Asia. The North America and Latin America segments are presented as the Americas Tire Operations segment. The results of the combined Asia and Europe segments are presented as International Tire Operations segment. Cooper and its family of companies operate approximately eight manufacturing facilities and over 20 distribution centers in over 10 countries. Its Americas Tire Operations segment manufactures and markets passenger car and light truck tires, for sale in the United States replacement market.
