Navigator Holdings Ltd 6-K, filed Oct 27, 2023
Navigator Holdings Ltd. (NVGS)
About this 6-K
Navigator Holdings Ltd filed this 6-K on October 27, 2023.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13-16 or 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2023
Commission File Number 001-36202
NAVIGATOR HOLDINGS LTD.
(Exact name of Registrant as specified in its Charter)
c/o NGT Services UK Ltd
10 Bressenden Place
London, SW1E 5DH
United Kingdom
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(1). Yes ☐ No ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(7). Yes ☐ No ☒
ITEM 1—INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Navigator Holdings Ltd. (“Navigator” or the “Company”) announced on October 26, 2023, the following changes to its board of directors (the “Board”):
| • | With effect from November 15, 2023, Mr. David Kenwright, the Company’s longest serving independent director, who joined the Board in March 2007 and served as Chair of the Company’s Nomination and Remuneration Committees, contributing significantly to both, as well as being a committed member of the Company’s Audit Committee, will resign as a director of the Board, after 16 years of dedicated service; |
| • | With effect from October 26, 2023, Ms. Janette Marx will join Navigator’s Board as a non-executive director. |
Ms. Marx has significant business experience, with 25 years in the human resources and recruitment industry and is currently the Chief Executive Officer of private equity backed Airswift Group. Prior to joining Airswift Group in June, 2014, Ms. Marx spent 19 years at Adecco Group, where she ran the technical, engineering, medical and science divisions, as well as overseeing the integration of the Adecco Group finance business lines after the acquisition of MPS Group. Ms. Marx is a member of the board of directors of the American Staffing Association, Junior Achievement, CEO’s Against Cancer, Greater Houston Women’s Chamber of Commerce, and Chair of Houston’s Bauer School of Business’ Business Engagement Committee. Ms. Marx holds a Bachelor of Science in Business Management and an MBA from Duke University’s Fuqua School of Business.
With these changes, the Company’s Board has increased from seven to eight members, until November 15, 2023, the effective date of Mr. Kenwright’s resignation, upon which the size of the Company’s Board will decrease from eight to seven members. Mr. Kenwright’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
The information contained under this Item 1 of this Report Form 6-K is hereby incorporated by reference into each of the Company’s Registration Statements on Form S-8 (Registration No. 333-197321) filed with the Securities and Exchange Commission on July 9, 2014 and Registration Statement on Form F-3 (Registration No. 333-272980), filed with the Securities and Exchange Commission on June 28, 2023, to be a part thereof from the date on which this Report on Form 6-K is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
Attached as Exhibit 99.1 is a copy of the press release of Navigator Holdings Ltd., dated October 26, 2023
ITEM 2—EXHIBITS
The following exhibits are filed as part of this Report on Form 6-K:
| Exhibit No. |
Description | |
| 99.1 | Press Release of Navigator Holdings Ltd., dated October 26, 2023. | |
SIGNATURE
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, thereunto duly authorized.
| NAVIGATOR HOLDINGS LTD. | ||||||
| Date: October 27, 2023 | By: | /s/ John Reay | ||||
| Name: John Reay | ||||||
| Title: Corporate Secretary | ||||||
Exhibit 99.1
Navigator Holdings Ltd. Announces Changes to Board of Directors
LONDON, October 26, 2023 – Navigator Holdings Ltd. (“Navigator” or the “Company”) (NYSE: NVGS), the owner and operator of the world’s largest fleet of handysize liquefied gas carriers, announces the following changes to its board of directors (the “Board”):
| • | With effect from November 15, 2023, Mr. David Kenwright, the Company’s longest serving independent director, who joined the Board in March 2007 and served as Chair of the Company’s Nomination and Remuneration Committees, contributing significantly to both, as well as being a committed member of the Company’s Audit Committee, will resign as a director of the Board, after 16 years of dedicated service; |
| • | With effect from October 26, 2023, Ms. Janette Marx will join Navigator’s Board as a non-executive director. |
Ms. Marx has significant business experience, with 25 years in the human resources and recruitment industry and is currently the Chief Executive Officer of private equity backed Airswift Group. Prior to joining Airswift Group in June, 2014, Ms. Marx spent 19 years at Adecco Group, where she ran the technical, engineering, medical and science divisions, as well as overseeing the integration of the Adecco Group finance business lines after the acquisition of MPS Group. Ms. Marx is a member of the board of directors of the American Staffing Association, Junior Achievement, CEOs Against Cancer, Greater Houston Women’s Chamber of Commerce, and Chair of Houston’s Bauer School of Business’ Business Engagement Committee. Ms. Marx holds a Bachelor of Science in Business Management and an MBA from Duke University’s Fuqua School of Business.
With these changes, the Company’s Board has increased from seven to eight members until November 15, 2023, the effective date of Mr. Kenwright’s resignation, upon which the size of the Company’s Board will decrease from eight to seven members.
Dag von Appen, Non-Executive Chairman of the Board, commented:
“On behalf of the Board, I would like to express our sincere gratitude and thanks to David for his many years of steadfast service and his considerable contributions to the Company, in particular with respect to his role as Chair of Navigator’s Nomination and Remuneration Committees, as well as his many contributions as a member of the Audit Committee. It has been my pleasure and privilege to work alongside David and to benefit from his support during my time as Chairman. We wish him and his family all the very best for the future.
“I am delighted to welcome Ms. Marx to Navigator’s Board, where she joins us from Houston, home to Navigator’s newest office location and the Company’s ethylene export terminal joint venture. Janette brings extensive professional experience to the Company which will be a great asset as we build on Navigator’s success for the future. We look forward to working with her closely during this exciting time for the Company.”
About Navigator Gas
Navigator Holdings Ltd. is the owner and operator of the world’s largest fleet of handysize liquefied gas carriers and a global leader in the seaborne transportation services of petrochemical gases, such as ethylene and ethane, liquefied petroleum gas (“LPG”) and ammonia and owns a 50% share, through a joint venture, in an ethylene export marine terminal at Morgan’s Point, Texas on the Houston Ship Channel, USA. Navigator’s fleet consists of 56 semi- or fully-refrigerated liquefied gas carriers, 25 of which are ethylene and ethane capable. The Company plays a vital role in the liquefied gas supply chain for energy companies, industrial consumers and commodity traders, with its sophisticated vessels providing an efficient and reliable ‘floating pipeline’ between the parties, connecting the world today, creating a sustainable tomorrow.
Navigator’s common stock trades on the New York Stock Exchange under the symbol “NVGS”.
Navigator Gas
Attention: Investor Relations investorrelations@navigatorgas.com
and randy.giveans@navigatorgas.com
Address: 333 Clay Street, Suite 2480, Houston, Texas, U.S.A. 77002
Tel: +1 713 373 6197 and +44 (0)20 7340 4850
Investor Relations / Media Advisors
Nicolas Bornozis / Paul Lampoutis
Capital Link – New York
Tel: +1-212-661-7566
Email: navigatorgas@capitallink.com
Category: General