8-K
Ipg Photonics Corp (IPGP)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
March 28, 2022
Date of Report (Date of earliest event reported)
IPG PHOTONICS CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware<br><br>(State or Other Jurisdiction<br><br>of Incorporation) | 001-33155<br><br>(Commission File No.) | 04-3444218<br><br>(IRS Employer<br><br>Identification No.) |
|---|
50 Old Webster Road
Oxford, Massachusetts 01540
(Address of Principal Executive Offices, including Zip Code)
(508) 373-1100
(Registrant’s telephone number)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
|---|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
| Title of each class | Trading Symbol | Name of each exchange on which registered |
| --- | --- | --- |
| Common Stock, par value $0.0001 per share | IPGP | Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On March 28, 2022, the Board of Directors (the "Board") of IPG Photonics Corporation (the "Company") appointed Felix Stukalin and Agnes K. Tang to the Board, increasing the size of the Board to ten.
Item 7.01. Regulation FD Disclosure.
On March 28, 2022, the Company issued a press release announcing the changes to the Board. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 referenced herein, shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Exhibits
(d) Exhibits
Exhibit 99.1 relating to Item 7.01 shall be deemed to be furnished, and not filed:
| Exhibit Number | Exhibit Description |
|---|---|
| Exhibit 99.1 | Press Release issued by IPG Photonics Corporation on March 28, 2022. |
| Exhibit 104 | Inline XBRL for the cover page of this Current Report on Form 8-K. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned thereunto duly authorized.
| IPG PHOTONICS CORPORATION | ||
|---|---|---|
| March 28, 2022 | By: | /s/ Angelo P. Lopresti |
| Angelo P. Lopresti | ||
| Senior Vice President, General Counsel & Secretary |
Document
Exhibit 99.1
IPG Photonics Announces Addition of New Directors to the Board
OXFORD, Mass. – March 28, 2022 - IPG Photonics Corporation (NASDAQ: IPGP) today announced that the Company has appointed Agnes K. Tang and Felix Stukalin to its Board of Directors, increasing the Board size to 10 directors.
“I would like to welcome Agnes and Felix to the Board,” said John Peeler, non-executive Chair of the Board. “Ms. Tang has more than twenty years of investment banking experience working across a range of industry sectors and different size companies, providing her with a broad perspective in how companies manage to maximize business potential. At the same time, Mr. Stukalin brings a valuable perspective to the Board with his business development experience, technical knowledge and deep understanding of the Company’s business.”
Ms. Tang is a Founding Partner at Ducera Partners LLC, which offers strategic advisory, mergers and acquisitions, capital advisory, liability, management and restructuring advisory services. Prior to joining Ducera in 2015, Ms. Tang was a Managing Director in the New York Office of Perella Weinberg Partners from 2008 to 2015. Prior to joining Perella Weinberg, Ms. Tang was an investment banking professional at Houlihan Lokey and a strategy consultant at The Oliver Wyman Group, a business division of Marsh & McLennan Companies. Ms. Tang received a Bachelor of Arts in Economics from Northwestern University and a Master of Business Administration from the Harvard Business School. She brings to the Board a combination of strategy, operational and financial acumen and a commitment to partnership and collaboration.
Mr. Stukalin has served as IPG’s Senior Vice President, Chief Operating Officer since February 2022. From February 2013 until February 2022, he served as IPG’s Senior Vice President, North America Operations. From March 2009 until February 2013, he served as the Company's Vice President, Devices. Prior to joining IPG, he was Vice President, Business Development of GSI Group Inc. from April 2002 to September 2008, and from March 2000 to April 2002 he was Vice President of Components and President of the Wave Precision divisions of GSI Lumonics. Mr. Stukalin holds a B.S. in Mechanical Engineering from the University of Rochester and he is a graduate of the Harvard Business School General Management Program. The leadership and operational expertise of Mr. Stukalin have contributed to introduction of new products and strategy, reduced manufacturing costs, and improved margins.
Contact
Eugene Fedotoff
Director of Investor Relations
IPG Photonics Corporation
508-597-4713
efedotoff@ipgphotonics.com
About IPG Photonics Corporation
IPG Photonics Corporation is the leader in high-power fiber lasers and amplifiers used primarily in materials processing and other diverse applications. The Company’s mission is to make its fiber laser technology the tool of choice in mass production. IPG accomplishes this mission by delivering superior performance, reliability and usability at a lower total cost of ownership compared with other types of lasers and non-laser tools, allowing end users to increase productivity and decrease costs. A member of the S&P 500® Index, IPG is headquartered in Oxford, Massachusetts and has more than 30 facilities worldwide. For more information, visit www.ipgphotonics.com.
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