8-K

Ingersoll Rand Inc. (IR)

8-K 2023-09-07 For: 2023-08-31
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Added on April 04, 2026

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

Date of Report (Date of Earliest Event Reported): August 31, 2023


Ingersoll Rand Inc.

(Exact Name of Registrant as Specified in Its Charter)


Delaware 001-38095 46-2393770
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
525 Harbour Place Drive, Suite 600
---
Davidson, North Carolina 28036
(704) 655-4000
(Address, including zip code, of principal executive offices and registrant’s telephone number,
including area code)
N/A
(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

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)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which<br><br> <br>registered
Common Stock, Par Value $0.01 Per Share IR New York Stock Exchange

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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 31, 2023, Mr. Enrique Miñarro Viseras, Senior Vice President and General Manager, Global Precision and Science Technologies of Ingersoll Rand Inc. (the “Company”), notified the Company of his resignation effective as of September 8, 2023.

Item 7.01. Regulation FD Disclosure.

On September 7, 2023, the Company issued a press release to announce the interim appointment of Mr. Santiago Arias Duval, Vice President and General Manager of Life Sciences, to the role of interim business leader for Global Precision and Science Technologies in connection with the aforementioned departure of Mr. Miñarro Viseras. The press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended or the Exchange Act, except as otherwise expressly stated by specific reference in any such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description
99.1 Press Release issued by Ingersoll Rand Inc., dated September 7, 2023.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

INGERSOLL RAND INC.
By: /s/ Andrew Schiesl
Name: Andrew Schiesl
Title: Senior Vice President, General Counsel, Chief Compliance Officer, and Secretary
Date: September 7, 2023

Exhibit 99.1

Contacts:
Investor Relations: Media:
Matthew.Fort@irco.com Sara.Hassell@irco.com

Ingersoll Rand Names Santiago Arias Duval as Interim Leader for Global Precision & Science Technologies Business Segment

DAVIDSON, N.C. – September 7, 2023 - Ingersoll Rand Inc. (NYSE: IR) today announced Santiago Arias Duval, vice president and general manager of Life Sciences, to serve as the interim business leader for the global Precision & Science Technologies (PST) business segment, effective immediately. Enrique Minarro Viseras, who previously served as the senior vice president and general manager of PST, will depart the company on September 8, 2023 to pursue an external opportunity.

While the company considers internal and external candidates for a permanent appointment, Santiago will be responsible for delivering the global PST strategy across commercial, operations, and new product development activities. In addition, he will drive the ongoing execution of PST’s inorganic growth strategy as we continue to build a premier market leader in niche pump and compression technologies.

As a proven leader with more than 15 years of experience, Santiago has extensive experience in managing and growing diverse businesses in the life sciences and industrial sectors. Since joining Ingersoll Rand in 2017, Santiago has held multiple leadership positions across the company, including serving as the general manager of the MP Pumps and Oberdorfer industrial pump businesses, vice president of Life Sciences North America, and the global vice president and general manager of the vacuum and liquid handling businesses. In addition, Santiago has strong inorganic growth experience as he has led and integrated several acquisitions since joining Ingersoll Rand, including MP Pumps, Air Dimensions, and Zinsser North America.

His experience and strong discipline across business functions (operations, product management, and commercial sales) and execution of M&A makes him well-suited for driving business continuity for PST during this transition.

“We thank Enrique for his leadership and contributions made during his tenure,” said Vicente Reynal, chairman and chief executive officer. “Santiago has demonstrated deep industry knowledge, strategy execution, and technical expertise that can help propel the business forward. We are confident he is the right person to lead PST during this transition.”

Prior to Ingersoll Rand, Santiago held leadership roles at Danaher and General Motors. In addition, he co-founded a startup targeting micro cold-storage products to solve perishability issues within Indian fruit and vegetable supply chains.

Santiago holds a Bachelor of Science in electrical engineering from Georgia Institute of Technology and a Master of Business Administration from the MIT Sloan School of Management.


Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements related to Ingersoll Rand Inc.’s (the “Company” or “Ingersoll Rand”) expectations regarding the performance of its business, its financial results, its liquidity and capital resources and other non-historical statements. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “forecast,” “outlook,” “target,” “endeavor,” “seek,” “predict,” “intend,” “strategy,” “plan,” “may,” “could,” “should,” “will,” “would,” “will be,” “on track to” “will continue,” “will likely result,” “guidance” or the negative thereof or variations thereon or similar terminology generally intended to identify forward-looking statements. All statements other than historical facts are forward-looking statements.

These forward-looking statements are based on Ingersoll Rand’s current expectations and are subject to risks and uncertainties, which may cause actual results to differ materially from these current expectations. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, (1) the impact on the Company’s business, suppliers and customers and global economic conditions of the COVID-19 pandemic, including business disruptions caused by government restrictions; (2) unexpected costs, charges or expenses resulting from completed and proposed business combinations; (3) uncertainty of the expected financial performance of the Company; (4) failure to realize the anticipated benefits of completed and proposed business combinations; (5) the ability of the Company to implement its business strategy; (6) difficulties and delays in achieving revenue and cost synergies; (7) inability of the Company to retain and hire key personnel ; (8) evolving legal, regulatory and tax regimes; (9) changes in general economic and/or industry specific conditions; (10) actions by third parties, including government agencies; (11) adverse impact on our operations and financial performance due to natural disaster, catastrophe, pandemic, geopolitical tensions, cyber events or other events outside of our control; (12) the timing, manner and volume of repurchases of common stock pursuant to our share repurchase program; and (13) other risk factors detailed in Ingersoll Rand’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”), as such factors may be updated from time to time in its periodic filings with the SEC, which are available on the SEC’s website at http://www.sec.gov. The foregoing list of important factors is not exclusive.

Any forward-looking statements speak only as of the date of this release. Ingersoll Rand undertakes no obligation to update any forward-looking statements, whether as a result of new information or development, future events or otherwise, except as required by law. Readers are cautioned not to place undue reliance on any of these forward-looking statements.

About Ingersoll Rand Inc.

Ingersoll Rand Inc. (NYSE:IR), driven by an entrepreneurial spirit and ownership mindset, is dedicated to helping make life better for our employees, customers and communities. Customers lean on us for our technology-driven excellence in mission-critical flow creation and industrial solutions across 40+ respected brands where our products and services excel in the most complex and harsh conditions. Our employees develop customers for life through their daily commitment to expertise, productivity, and efficiency. For more information, visit www.IRCO.com.