8-K
MOTORCAR PARTS OF AMERICA INC (MPAA)
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): December 30, 2020
Motorcar Parts of America, Inc.
(Exact name of registrant as specified in its charter)
| New York | 001-33861 | 11-2153962 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 2929 California Street, Torrance CA | 90503 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (310)
212-7910
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:
| ☐ | 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<br><br> <br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.01 per share | MPAA | The 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 December 30, 2020, Jamy P. Rankin was unanimously appointed as a member of the Board of Directors of Motorcar Parts of America (“MPA”), effective immediately.
Jamy P. Rankin is the retired President and Chief Executive Officer of Ford Component Sales, LLC. a wholly owned subsidiary of Ford Motor Company (2012- 2016). As President and CEO, she led the company through double digit growth for three consecutive years through collaboration, market penetration and product offering expansion. She also created a strategic plan for international growth in Brazil, China, and Mexico. Jamy managed four operational divisions and supporting functions including finance, engineering, information technology, and human resources. Ms. Rankin was at Ford from 2001 till her retirement in 2016, where she held positions of increasing responsibility and breadth throughout her tenure. Before arriving at Ford, she led marketing and sales organizations at Case New Holland and Navistar. Since 2016, she has been the CEO of Rankin Group, a private consulting firm.
Ms. Rankin currently serves on the boards of Bronner Brothers Inc., and the visiting committee at the University of Pittsburgh, school of engineering. Previously she served on the board of Ford Component Sales LLC., the Pittsburgh Opera, and the Board of Visitors for Howard University’s school of business. She currently is the co-owner and General Manager of River Forest Country Club.
Jamy received her Bachelor of Science degree in Industrial Engineering from the University of Pittsburgh and her Masters of Business Administration, Marketing and Strategic Planning degree from the University of Chicago.
Ms. Rankin shall receive the same cash and equity compensation as other MPA directors.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
The following exhibit is furnished with this Current Report:
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release, dated January 4, 2021 |
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.
| MOTORCAR PARTS OF AMERICA, INC. | |
|---|---|
| Date: January 4, 2021 | /s/ Juliet Stone |
| Juliet Stone | |
| Vice President and General Counsel |
Exhibit 99.1
| CONTACT: | Gary S. Maier |
|---|---|
| 310-972-5124 |
MOTORCAR PARTS OF AMERICA ANNOUNCES
APPOINTMENT OF FORMER FORD EXECUTIVE TO BOARD
LOS ANGELES, CA – January 4, 2021 – Motorcar Parts of America, Inc.
(Nasdaq: MPAA) today announced the appointment of Jamy Rankin to its board of directors --reflecting the company’s strong commitment to board diversity and solid corporate governance policies.
The Motorcar Parts of America board now consists of ten directors, nine of whom are independent.
“Jamy offers a wealth of automotive aftermarket experience that will be invaluable to the company as we continue to grow. We look forward to her advice and counsel at an exciting time in the company’s evolution,” said Selwyn Joffe, chairman, president and chief executive officer of Motorcar Parts of America, Inc.
Rankin, 57, most recently served as president and chief executive officer of Ford Component Sales, LLC, a wholly owned subsidiary of Ford Motor Company -- overseeing component sales to other original equipment manufacturers and the aftermarket industry.
Rankin serves on the board of Bronner Brothers, Inc., one of the largest private African American hair and skin care product producers in the United States. She was a long-time member of the board of visitors at Howard University School of Business.
Rankin holds a Bachelor of Science degree in industrial engineering from the University of Pittsburgh and a Master of Business Administration degree in marketing and strategy from the University of Chicago. She received the Distinguished Alumni award in 2014 from the University of Pittsburgh School of Industrial Engineering, and currently serves on its board of visitors. She was a long-time member of the Executive Leadership Council and is a life member of the National Black MBA Association. Past honors include being named one of the top women in the automotive industry by On-Wheels magazine and receiving the National Women of Color Technology award.
About Motorcar Parts of America
-more-
2-2-2
Motorcar Parts of America, Inc. is a remanufacturer, manufacturer, and distributor of automotive aftermarket parts -- including alternators, starters, wheel bearing and hub assemblies, brake calipers, brake master cylinders, brake power boosters, rotors, brake pads and turbochargers utilized in imported and domestic passenger vehicles, light trucks, and heavy-duty applications. In addition, the company designs and manufactures test solutions for performance, endurance and production testing of electric motors, inverters, alternators, starters, and belt starter generators for the OE, aerospace, and aftermarket. Motorcar Parts of America’s products are sold to automotive retail outlets and the professional repair market throughout the United States and Canada, with facilities located in New York, California, Mexico, Malaysia, China and India, and administrative offices located in California, Tennessee, Mexico, Singapore, Malaysia, and Canada. Additional information is available at www.motorcarparts.com.
The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for certain forward-looking statements. The statements contained in this press release that are not historical facts are forward-looking statements based on the company’s current expectations and beliefs concerning future developments and their potential effects on the company. These forward-looking statements involve significant risks and uncertainties (some of which are beyond the control of the company) and are subject to change based upon various factors. Reference is also made to the Risk Factors set forth in the company’s Form 10-K Annual Report filed with the Securities and Exchange Commission (SEC) in
June 2020 and in its Forms 10-Q filed with the SEC for additional risks and uncertainties facing the company. The company undertakes no obligation to publicly update or revise any forward-looking statements, whether as the result of new information, future events or otherwise.
# # #