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): February 13, 2020
Westlake Chemical Corporation
(Exact name of registrant as specified in its charter)
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Delaware | | 001-32260 | | 76-0346924 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| | |
2801 Post Oak Boulevard, Suite 600 Houston, Texas | | 77056 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (713) 960-9111
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:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock | | WLK | | The New York Stock Exchange |
1.625% Senior Notes due 2029 | | WLK 29 | | The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 Arrangements of Certain Officers. |
On February 13, 2020, Max L. Lukens informed Westlake Chemical Corporation (the “Company”) of his intention not to stand for reelection to the Company’s Board of Directors (the “Board”) at the Company’s 2020 Annual Meeting of Stockholders (the “2020 Annual Meeting”). Mr. Lukens intends to retire from the Board upon the expiration of his current term at the 2020 Annual Meeting. Mr. Lukens’ decision not to stand for reelection was not the result of any disagreement with the Company, the Company’s management or the Company’s Board of Directors.
On February 14, 2020, the Company appointed Johnathan Zoeller, age 44, as Vice President and Chief Accounting Officer of the Company, to be effective upon the retirement of his predecessor, George J. Mangieri, who, as previously disclosed, intends to retire around March 31, 2020. Mr. Zoeller will serve as the Company’s principal accounting officer. Since August 2018, Mr. Zoeller has served as Vice President and Corporate Controller of the Company. Mr. Zoeller joined the Company with over 19 years of public accounting experience, the majority of which was spent at KPMG LLP, where he held a variety of senior accounting positions, including most recently as Partner, Audit from October 2011 to August 2018. He began his career with Arthur Andersen LLP in 1998. Mr. Zoeller holds a Bachelor of Accounting degree and a Master of Accounting degree from the University of Mississippi. He is a Certified Public Accountant.
There are no family relationships between Mr. Zoeller and any director or executive officer of the Company. Mr. Zoeller does not have any interest in any transactions requiring disclosure under Item 404(a) of Regulation S-K, and there are no arrangements or understandings between Mr. Zoeller and any other person pursuant to which he was appointed as an officer of the Company.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
The following exhibit is furnished herewith:
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.
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| | WESTLAKE CHEMICAL CORPORATION |
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Date: February 18, 2020 | | By: | | /s/ Albert Chao |
| | | | Albert Chao President and Chief Executive Officer |
