8-K
Rush Enterprises Inc \Tx\ (RUSHA)
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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
Date of Report (Date of earliest event reported): August 26, 2021
Rush Enterprises, Inc.
(Exact name of registrant as specified in its charter)
| Texas<br><br> <br>(State or other jurisdiction<br><br> <br>of incorporation) | 0-20797<br><br> <br>(Commission File Number) | 74-1733016<br><br> <br>(IRS Employer Identification No.) |
|---|---|---|
| 555 IH-35 South , Suite 500<br><br> <br>New Braunfels , Texas<br><br> <br>(Address of principal executive offices) | 78130<br><br> <br>(Zip Code) |
Registrant’s telephone number, including area code: (830) 302-5200
Not Applicable
______________________________________________
(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)
☐ 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 each exchange on which registered |
|---|---|---|
| Class A Common Stock, par value $0.01 per share | RUSHA | Nasdaq Global Select Market |
| Class B Common Stock, par value $0.01 per share | RUSHB | 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 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 26, 2021, pursuant to the recommendation of the Compensation Committee of the Board of Directors (the “Board of Directors”) of Rush Enterprises, Inc. (the “Company”), the Board of Directors approved new base salaries, effective as of September 1, 2021, for the current named executive officers of the Company, as follows:
| Name / Title | Annual Base Salary |
|---|---|
| W.M. “Rusty” Rush<br> Chairman, President and Chief Executive Officer | $1,674,000 |
| Michael J. McRoberts<br> Chief Operating Officer | $597,798 |
| Steven L. Keller<br> Chief Financial Officer and Treasurer | $507,384 |
| Derrek Weaver<br><br> <br>Executive Vice President | $507,384 |
The increase in base salaries reflected above is the first such increase for the named executive officers since 2017.
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.
| RUSH ENTERPRISES, INC. | ||
|---|---|---|
| Dated: August 31, 2021 | By: /s/ Michael Goldstone | |
| Michael Goldstone | ||
| Vice President, General Counsel and | ||
| Corporate Secretary |