EnerSys (NYSE:ENS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 10, 2017, EnerSys (the “Company”), appointed Ronald P. Vargo and Nelda J. Connors to its Board of Directors (the “Board”). Based upon the recommendation of the Nominating and Corporate Governance Committee, the Board appointed Ronald P. Vargo as a Class III director, effective August 1, 2017, with a term expiring at the 2019 annual meeting of stockholders. Ms. Connors was appointed as a Class II director, effective August 15, 2017, with a term expiring at the 2018 annual meeting of stockholders.
The appointments of Mr.Vargo and Ms. Connors will fill two existing vacancies on the Board. Board committee assignments have not yet been determined for either Mr. Vargo or Ms. Connors.
There are no arrangements or understandings between Mr. Vargo, Ms. Connors and any other persons with respect to their appointments as a director. Neither Mr. Vargo nor Ms. Connors have an interest requiring disclosure under Item 404(a) of Regulation S-K. There have been no transactions, nor are there any current proposed transactions, to which the Company or any of its subsidiaries was or is to be a party in which Mr. Vargo, Ms. Connors, or any member of their respective immediate families, had, or will have, a direct or indirect material interest.
Both Mr. Vargo and Ms. Connors will be compensated for services as a director on the same basis as other non-employee directors of the Company, including annual retainers, fees for attending board and committee meetings, eligibility to participate in the Company’s Voluntary Deferred Compensation Plan for Non-Employee Directors and eligibility to receive other stock-based awards as may be approved from time to time by the Board. Such compensation will be in accordance with the Company’s previously adopted compensation arrangements for directors, as described under the heading “Director Compensation” in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on June 19, 2017. Such description is incorporated herein by reference.
A copy of the press release related to Mr. Vargo and Ms. Connors appointment is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
99.1 Press Release, dated July 10, 2017, of EnerSys regarding the appointment of two new members to the Board of Directors.
(s)
EnerSys ExhibitEX-99.1 2 new_boardxmembersxx07102017.htm EXHIBIT 99.1 Exhibit Exhibit 99.1EnerSys Appoints Two New Members to its Board of DirectorsREADING,…To view the full exhibit click here
About EnerSys (NYSE:ENS)
EnerSys is a manufacturer, marketer and distributor of industrial batteries. The Company manufactures, markets and distributes related products, such as chargers, power equipment, outdoor cabinet enclosures and battery accessories, and provides related after-market and customer-support services for industrial batteries. Its segments based on geographic regions consist of Americas, which consists of North and South America; EMEA, which includes Europe, the Middle East and Africa, and Asia, which includes Asia, Australia and Oceania. The Company’s product lines include reserve power and motive power products. Its Reserve power products also include thermally managed cabinets and enclosures for electronic equipment and batteries. The Company’s motive power products are used to provide power for electric industrial forklifts used in manufacturing, warehousing and other material handling applications. They are used as mining equipment, diesel locomotive starting and other rail equipment.