Lincoln Electric Holdings Inc 8-K, filed Feb 21, 2020
Lincoln Electric Holdings Inc (LECO)
About this 8-K
Lincoln Electric Holdings Inc filed this 8-K on February 21, 2020, reporting on events of February 20, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| |
|
| ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices, with zip code)
(Registrant’s telephone number, including area code)
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) |
| |
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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of exchange on which registered | ||
| |
|
|
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).
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 February 20, 2020, Vincent K. Petrella, principal financial officer of Lincoln Electric Holdings, Inc. (the “Company”), informed the Company of his intention to retire as Chief Financial Officer and Treasurer, effective April 22, 2020 (the “Retirement Date”). Mr. Petrella will remain employed by the Company as Executive Vice President to assist with the transition of the finance and corporate strategy organization until his retirement later this year.
On February 20, 2020, the Board of Directors of the Company appointed Gabriel Bruno to succeed Mr. Petrella as Chief Financial Officer and Treasurer of the Company, effective on the Retirement Date. Mr. Bruno will continue to act as the Company’s principal accounting officer.
Mr. Bruno, 52, joined the Company in 1995 and has been serving as Executive Vice President, Finance since January 1, 2019. Prior to that, Mr. Bruno served as Executive Vice President, Chief Human Resources Officer from July 1, 2016 to January 1, 2019, Executive Vice President, Chief Human Resources Officer and Chief Information Officer from February 18, 2016 to July 1, 2016, Executive Vice President, Chief Information Officer and Interim Chief Human Resources Officer form March 7, 2015 to February 18, 2016, Executive Vice President, Chief Information Officer from February 19, 2014 to March 7, 2015, Vice President, Chief Information Officer from May 1, 2012 to February 19, 2014 and Vice President, Corporate Controller from 2005 to May 1, 2012.
In connection with his appointment as Executive Vice President, Chief Financial Officer and Treasurer of the Company, Mr. Bruno is expected to receive an annual base salary, to participate in the Company’s annual bonus program, and to receive annual awards under the Company’s long-term incentive compensation plan, and continue to be eligible to participate in the benefit plans and arrangements made available generally to the Company’s executive officers. Such compensation and benefit plans and arrangements are described in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 22, 2019. Any additional compensation arrangements with Mr. Bruno remain subject to the approval of the Compensation and Executive Development Committee of the Board of Directors and will be disclosed in a Form 8-K or by an amendment to this Form 8-K following such approval.
A copy of the Company’s press release announcing these activities is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| 99.1 |
||||
| 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.
| LINCOLN ELECTRIC HOLDINGS, INC. | ||||||
| Date: February 21, 2020 |
By: |
/s/ Jennifer I. Ansberry | ||||
| Jennifer I. Ansberry, Executive Vice President, | ||||||
| General Counsel & Secretary | ||||||
Exhibit 99.1
LINCOLN ELECTRIC HOLDINGS, INC.
22801 Saint Clair Avenue ● Cleveland, Ohio 44117 ● U.S.A
NEWS ● RELEASE
LINCOLN ELECTRIC ANNOUNCES RETIREMENT OF CHIEF FINANCIAL OFFICER
VINCENT K. PETRELLA
Gabriel Bruno to be Chief Financial Officer Effective April 22, 2020
CLEVELAND, Friday, February 21, 2020 – Lincoln Electric Holdings, Inc. (the “Company”) (Nasdaq: LECO) announced today that Vincent K. Petrella, Executive Vice President, Chief Financial Officer and Treasurer, will be succeeded by current Executive Vice President, Finance, Gabriel Bruno, effective April 22, 2020. Petrella will continue to serve as Executive Vice President to assist the Executive Team with the transition of the finance and corporate strategy organization until his retirement later this year.
Petrella joined Lincoln Electric in 1995 and held various finance positions with the company before being appointed Chief Financial Officer and Treasurer in 2004. During his twenty-five year tenure, he has been instrumental in shaping the Company’s global financial and accounting, audit, strategy, investor relations, and mergers and acquisitions functions, as well as driving the organization towards best-in-class financial performance.
“The Board of Directors and our Executive Team thank Vince for his significant contributions to Lincoln Electric and congratulate him on an exceptional career,” said Christopher L. Mapes, Chairman, President and Chief Executive Officer. “As CFO, his leadership, financial stewardship and strategic acumen contributed to Lincoln Electric’s success through a period of tremendous growth, technological advancement, profit improvement, and value creation for our shareholders,” Mapes continued. “We all wish him a happy retirement and appreciate his support in ensuring a smooth transition.”
“It’s been an honor to serve all of the stakeholders of Lincoln Electric and I am proud of what we have accomplished as a Company,” said Petrella. “With Gabe as my successor, I am confident in the transition and Gabe’s ability to help drive the Company’s continued success.”
“Gabe is an outstanding executive whose leadership across diverse functions provides deep organizational knowledge to help advance our Higher Standard 2025 Strategy and capitalize on the opportunities ahead of us that will generate value for our stakeholders,” stated Mapes.
Bruno joined Lincoln Electric in 1995 and has held numerous leadership positions in finance, information technology and human resources, including Corporate Controller, Chief Information Officer, Chief Human Resources Officer and most recently, Executive Vice President, Finance. Bruno has overseen the global finance function and external financial reporting and has worked extensively with global teams to drive strategic initiatives across various functions and geographies. Prior to Lincoln Electric, Bruno worked in the audit practice of PricewaterhouseCoopers. He received his accounting degree from John Carroll University.
1
About Lincoln Electric
Lincoln Electric is the world leader in the design, development and manufacture of arc welding products, automated joining, assembly and cutting systems, plasma and oxy-fuel cutting equipment, and has a leading global position in brazing and soldering alloys. Headquartered in Cleveland, Ohio, Lincoln has 59 manufacturing locations in 18 countries and a worldwide network of distributors and sales offices covering more than 160 countries. For more information about Lincoln Electric and its products and services, visit the Company’s website at https://www.lincolnelectric.com.
Contact
Amanda Butler
Vice President, Investor Relations & Communications
Tel: (216) 383-2534
Email: Amanda_Butler@lincolnelectric.com