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TITAN MACHINERY INC. (NASDAQ:TITN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

TITAN MACHINERY INC. (NASDAQ:TITN) 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.

(d) The Board of Directors (the “Board”) of Titan Machinery Inc. (the “Company”) elected Bradley Crews as a director of the Company with a term commencing on October 1, 2018. Mr. Crews was not appointed to serve on any committees of the Board at this time. Mr. Crews will serve as a Class III director of the Company, holding office until the Company’s 2019 annual meeting of stockholders, unless his earlier death, resignation or removal. There are no arrangements or understandings between Mr. Crews and any other persons to which he was selected as a director.

Mr. Crews will be compensated for his service on the Board in accordance with the Company’s Non-Employee Director Compensation Plan, as referenced in Exhibit 10.20 to the Company’s Annual Report on 10-K for the fiscal year ended January 31, 2018. In connection with his service, Mr. Crews will enter into a director indemnification agreement with the Company, in the form as referenced in Exhibit 10.19 to the Company’s Annual Report on 10-K for the fiscal year ended January 31, 2018.

Mr. Crews is a retired business executive with over 35 years of experience, including 23 years at CNH Industrial (“CNHi”). Mr. Crews retired from CNHi in October 2017, after serving in a number of leadership positions at CNHi. Most recently, Mr. Crews served as Chief Operating Officer for CNHi’s North American operations and as President of CNHi’s Agricultural Segment from May 2014 until his retirement. Prior to this role as Chief Operating Officer and President, Mr. Crews held numerous other positions at CNHi including: Senior Vice President, Global Quality and Product Support (2010-2014); Vice President, North America Manufacturing (2006-2009); Plant Manager (2003-2005); Director of Industrial Operations, Crop Production GPL (2000-2002); Manager – Materials, Purchasing and Customer Service Center (1998-1999); and roles in New Product Quality (1994-1997). Prior to his career at CNHi, Mr. Crews was employed in engineering positions with General Motors and an automotive supply company. Mr. Crews earned a Bachelor of Science degree in Engineering from the University of Illinois, a Master of Science – Mechanical Engineering degree from the University of Michigan, and a Master of Science – Management of Technology degree from Renssaleaer Polytechnic University.

For the fiscal year ended January 31, 2018, during which Mr. Crew served as Chief Operating Officer for CNHi’s North American operations and as President of CNHI’s Agricultural Segment until his retirement in October 2017, the Company purchased approximately $392 million in equipment and parts from CNHi.

On September 17, 2018, the Company issued a press release announcing the election of Mr. Crews to the Board. A copy of the press release is attached hereto as Exhibit 99.1, and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

Exhibit No.

Description of Exhibit

Press Release dated September 17, 2018

Titan Machinery Inc. ExhibitEX-99.1 2 titn8-knewdircrews.htm EXHIBIT 99.1 Exhibit TITAN MACHINERY ELECTS A NEW BOARD MEMBER WEST FARGO,…To view the full exhibit click here
About TITAN MACHINERY INC. (NASDAQ:TITN)
Titan Machinery Inc. owns and operates a network of service agricultural and construction equipment stores in the United States and Europe. The Company engages in four principal business activities: new and used equipment sales; parts sales; repair and maintenance services, and equipment rental and other activities. It has three business segments: Agriculture, Construction and International. Its agricultural equipment includes machinery and attachments for large-scale farming, and home and garden purposes. Its construction equipment includes heavy construction and light industrial machinery for commercial and residential construction, road and highway construction, and mining operations. It sells new agricultural and construction equipment. It provides in-store and on-site repair and maintenance services. It also rents equipment and provides ancillary services, such as equipment transportation, global positioning system signal subscriptions, and finance and insurance products.

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