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FUEL TECH, INC. (NASDAQ:FTEK) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

FUEL TECH, INC. (NASDAQ:FTEK) 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 Principal Officers; Election of
Directors; Appointment of Principal Officers; Compensatory
Arrangements of Certain Officers.
On recommendation of the Nominating and Corporate Governance
Committee of Fuel Tech, Inc. (Fuel Tech), the Fuel Tech Board of
Directors (Board) voted on February 6, 2017 to expand the size of
the Board from five to six, and to elect James J. Markowsky Ph.D.
as an independent director to fill Fuel Techs open directorship.
On February 10, 2017, Fuel Tech issued a press release announcing
the then appointment of Dr. Markowsky to its Board, a copy of
which is attached as Exhibit 99.1 to this Form 8-K.
Dr. Markowsky is currently a member of the Board of Directors for
Energy Corporation of America since 2011, and Chair of their
Audit Committee since July 2016. Previously, Dr. Markowsky served
as Assistant Secretary for Fossil Energy, US Department of
Energy, in 2009 and 2010. He served as President of Research and
Development Solutions, LLC (RDS), in 2004 and 2005. Prior to RDS,
Dr. Markowsky served as Executive Vice President, Power
Generation, at American Electric Power Service Corporation (AEP)
from 1996 to 2000.
Dr. Markowskys election was not to any arrangement or
understanding with any person. There are no related party
transactions between Dr. Markowsky and Fuel Tech. As a member of
Fuel Techs Board of Directors (Director), Dr. Markowsky, a
non-employee Director, will participate in Fuel Techs
compensation arrangements for each non-employee Director, which
is an annual retainer of $40,000 for Board service, payable in
arrears; and $1,200 for a day of service as a Director and
requested by the Chairman. In addition, under the Fuel Tech, Inc.
2014 Long-Term Incentive Plan, currently for each non-employee
Director there is: (a) a target annual equity award dollar value
amount of $30,000, and (b) as of the first business day following
each annual meeting of stockholders, an annual equity award to
each then incumbent non-employee Director by the Board in the
form of either: (i) restricted stock units (RSU), with all such
RSUs awarded vesting upon the earlier of the first anniversary of
the award date or the day prior to the first regularly-scheduled
annual meeting of the Companys stockholders following the award
date except that the RSUs shall be fully vested upon a
change-in-control, or (ii) a non-qualified stock option grant of
Fuel Tech Common Stock for a term of 10 years, vesting
immediately. Also, under Fuel Techs Deferred Compensation Plan
for Directors, as a non-employee Director, Dr. Markowsky is
entitled to elect to defer Director fees in either cash with
interest or share equivalent Units until fixed dates, including
the date of retirement from the Board, when the deferred amounts
will be distributed either in Fuel Tech common stock or in cash
in a lump sum or over a period of five years as elected by the
Director.
Item 9.01
Financial Statements and Exhibits
(d)
Exhibits
99.1
Fuel Tech, Inc. Press Release dated February 10, 2017.
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About FUEL TECH, INC. (NASDAQ:FTEK)
Fuel Tech, Inc. is a technology company. The Company is engaged in the development, commercialization and application of technologies for air pollution control, process optimization, combustion efficiency and engineering services. It operates through three segments: Air Pollution Control technology, FUEL CHEM technology and Fuel Conversion. The Air Pollution Control technology segment includes technologies to manage nitrogen oxides (NOx) emissions in flue gas from boilers, incinerators, furnaces and other stationary combustion sources. The FUEL CHEM technology segment uses chemical processes in combination with computational fluid dynamics (CFD) and chemical kinetics modeling (CKM) boiler modeling, for the control of slagging, fouling, corrosion, opacity and other sulfur trioxide-related issues in furnaces and boilers through the addition of chemicals into the furnace. The Fuel Conversion segment represents the CARBONITE fuel conversion process and technology. FUEL TECH, INC. (NASDAQ:FTEK) Recent Trading Information
FUEL TECH, INC. (NASDAQ:FTEK) closed its last trading session down -0.02 at 1.26 with 22,313 shares trading hands.

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