8-K
Tennant Co (TNC)
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 3, 2022
TENNANT
COMPANY
(Exact name of registrant as specified in its charter)
| Minnesota | 1-16191 | 41-0572550 |
|---|---|---|
| (State or other <br><br>jurisdiction<br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
| 10400 Clean Street<br><br> <br>Eden Prairie, Minnesota | 55344-2650 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s
telephone number, including area code (763) 540-1200
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<br>Act (17 CFR 230.425) |
|---|---|
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange<br>Act (17 CFR 240.14a-12) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under<br>the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under<br>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<br><br> registered |
|---|---|---|
| Common Stock, par value $0.375 per share | TNC | 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 (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 Certain Officers; Electionof Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 3, 2022, the Board of Directors of Tennant Company (the “Company”) elected Andrew P. Hider as a member of the Board effective that same day. Mr. Hider will stand for re-election at the 2023 annual meeting of shareholders as a member of Class III, a term that expires at the 2025 annual meeting of shareholders. Mr. Hider was appointed to serve as a member of the Audit Committee and Executive Committee of the Board of Directors. A copy of the press release announcing Mr. Hider’s election to the Board is attached as Exhibit 99.
Mr. Hider will receive the standard non-employee director compensation, the terms of which were disclosed in the Company’s Proxy Statement for the 2022 Annual Meeting of Shareholders filed with the Securities and Exchange Commission on March 17, 2022, including a pro-rata amount of the annual compensation for his service from his election until the 2023 Annual Meeting of Shareholders.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| 99 | News release, dated August 8, 2022 announcing election<br>of Andrew P. Hider. |
|---|---|
| 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.
| Tennant Company | |
|---|---|
| Date: August 9,<br> 2022 | /s/ Kristin A. Stokes |
| Kristin A. Stokes | |
| Senior Vice President, General Counsel and Corporate Secretary |
Exhibit 99

INVESTOR CONTACT:
Lorenzo Bassi
Vice President, Finance
763-540-1600
Tennant Company Appoints New Board Member
Andrew P. Hider, Chief Executive Officer ofATS Automation,
Joins Tennant Company Board of Directors
**MINNEAPOLIS, Aug. 8,2022—**Tennant Company (NYSE: TNC), a world leader in the design, manufacture and marketing of solutions to reinvent how the world cleans, today announced the appointment of Andrew P. Hider, Chief Executive Officer and board member of ATS Automation Tooling Systems, Inc. (TSX: ATA), to the Tennant Company Board of Directors, effective August 3, 2022.
Mr. Hider is the CEO of ATS Automation, a global leader in automation solutions technologies. An experienced executive with a track record of success, he has expertise in creating shareholder value by driving strategic clarity, business growth and operational performance in complex business environments and in a variety of industries.
“We are excited to welcome Andrew to the Tennant Company Board of Directors and leverage his extensive experience as a global business leader of large public and private companies in the B2B industrial manufacturing arena,” said David Huml, Tennant Company President and CEO. “We look forward to his insights and experience as the CEO of a global automation technology company, as we continue our drive to introduce focused innovations and new technology solves for some of our customers’ toughest challenges. Andrew also brings strategic financial experience as the CEO of a global public company that will be impactful toward our achievement of long-term strategic and financial objectives. His first-hand experience in strategy deployment and disciplined execution models to gain efficiencies and build scalable capabilities will complement our ongoing efforts to drive continuous operational improvements.”
Before joining ATS, Mr. Hider was the President and Chief Executive Officer of Taylor Made Group from 2016–2017. Prior to his role at Taylor Made Group, Mr. Hider held various leadership positions at Danaher Corporation and General Electric. Overall, he brings more than twenty years of leadership experience in manufacturing environments to his new role with the Tennant Company Board.
Mr. Hider joins eight other Directors, including Azita Arvani, Carol S. Eicher, Maria C. Green, David W. Huml, Timothy R. Morse, Donal L. Mulligan, Steven A. Sonnenberg, and David Windley.
Company Profile
Founded in 1870, Tennant Company (TNC), headquartered in Eden Prairie, Minnesota, is a world leader in the design, manufacture and marketing of solutions that help create a cleaner, safer and healthier world. Its products include equipment for maintaining surfaces in industrial, commercial and outdoor environments; detergent-free and other sustainable cleaning technologies; and cleaning tools and supplies. Tennant's global field service network is the most extensive in the industry. Tennant Company had sales of $1.09 billion in 2021 and has approximately 4,250 employees. Tennant has manufacturing operations throughout the world and sells products directly in 15 countries and through distributors in more than 100 countries. For more information, visit www.tennantco.com and www.ipcworldwide.com. The Tennant Company logo and other trademarks designated with the symbol “®” are trademarks of Tennant Company registered in the United States and/or other countries.