Insteel Industries, Inc. (NASDAQ:IIIN) 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.
On April 8, 2019, the Board of Directors (the “Board”) of Insteel Industries, Inc. (the “Company”) appointed Anne H. Lloyd to serve as an independent director of the Company effective April 16, 2019. Ms. Lloyd is being appointed to the board to fill a vacancy created by the retirement of Charles B. Newsome effective February 12, 2019. Mr. Newsome’s retirement is not related to any disagreement with the Company’s operations, policies or practices.
to North Carolina law, Ms. Lloyd will stand for shareholder election to the Board at the 2020 Annual Meeting of Shareholders. Following Ms. Lloyd’s appointment and Mr. Newsome’s retirement, Insteel’s board will continue to be comprised of seven directors. Ms. Lloyd has not yet been appointed to any committees of the Board or assigned to a class of directors. Ms. Lloyd previously served as Executive Vice President and Chief Financial Officer of Martin Marietta Materials, Inc. (NYSE: MLM) from 2005 until her retirement in 2017.
Ms. Lloyd will participate in the Company’s non-employee director compensation program whereby non-employee directors typically receive an annual cash retainer equal to $55,000 and an annual grant of restricted stock units (“RSUs”) valued at $60,000. Ms. Lloyd will be paid a pro rata portion of the annual cash retainer based on her date of appointment. The RSUs are typically granted on the date of the Company’s annual meeting and have a one-year vesting period.
Ms. Lloyd has not been directly or indirectly involved or had a material interest in any transaction, proposed transaction, or series of similar transactions with the Company which would be required to be disclosed to Item 404(a) of Regulation S-K.
Item 7.01. Regulation FD Disclosure.
A copy of the press release announcing Ms. Lloyd’s appointment is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated under this Item 7.01 by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
INSTEEL INDUSTRIES INC Exhibit
EX-99.1 2 ex_139587.htm EXHIBIT 99.1 ex_139587.htm Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Michael C. Gazmarian Vice President,…
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About Insteel Industries, Inc. (NASDAQ:IIIN)
Insteel Industries, Inc. is a manufacturer of steel wire reinforcing products for concrete construction applications. The Company’s operations are focused on the manufacture and marketing of steel wire reinforcing products for concrete construction applications. Its concrete reinforcing products consist of two product lines: prestressed concrete strand (PC strand) and welded wire reinforcement (WWR). PC strand is a seven-wire strand that is used to impart compression forces into precast concrete elements and structures, providing reinforcement for bridges, parking decks, buildings and other concrete structures. WWR is produced as an engineered reinforcing product for use in nonresidential and residential construction. Its products are sold primarily to manufacturers of concrete products that are used in nonresidential construction. The Company sells its products nationwide across the United States, Canada, Mexico, and Central and South America.
