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): May 17, 2024
DRIL-QUIP, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-13439 | 74-2162088 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
2050 West Sam Houston Parkway S., Suite 1100 Houston, Texas | 77042 | |||
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (713) 939-7711
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):
☐ | 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 | ||
Common Stock, $.01 par value per share | DRQ | 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 Arrangement of Certain Officers. |
On May 17, 2024, Amy B. Schwetz, a member of the Board of Directors (the “Board”) of Dril-Quip, Inc. (“Dril-Quip”) and chair of the Audit Committee thereof, notified Dril-Quip of her intention to resign, effective immediately, from the Board. Ms. Schwetz was also a member of the Board’s Nominating and Corporate Governance Committee and Compensation Committee. Ms. Schwetz’s decision to resign is not as a result of any disagreement with Dril-Quip on any matter relating to its operations, policies or practices.
The Board has commenced a search for an additional independent director to fill the vacancy resulting from Ms. Schwetz’s resignation, and John V. Lovoi, a current member of the Board, has been elected as chair of the Audit Committee. The Board thanks Ms. Schwetz for her service.
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 hereunto duly authorized.
DRIL-QUIP, INC. | ||
By: | /s/ James C. Webster | |
James C. Webster | ||
Vice President, General Counsel and Secretary |
Date: May 20, 2024