SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): June 30, 2021
Commercial Vehicle Group, Inc.
(Exact name of registrant as specified in its charter)
Registrant’s telephone number, including area code: 614-289-5360
|(State or other jurisdiction||(Commission||(I.R.S. Employer|
|of incorporation)||File Number)||Identification No.)|
|7800 Walton Parkway, New Albany, Ohio||43054|
|(Address of principal executive offices)||(Zip Code)|
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:
|☐||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, par value $0.1 per share||CVGI||The NASDAQ Global Select Market|
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 June 30, 2021, the Board of Directors of Commercial Vehicle Group, Inc. (the “Company”) elected each of Ruth Gratzke and J. Michael Nauman to the Board of Directors (‘Board”) of the Company, effective July 1, 2021, to serve until the 2022 annual meeting of stockholders or until each of their successor is elected and qualified. The committees of the Board on which Ms. Gratzke (50 years old) initially will serve are the Audit Committee and the Nominating, Governance & Sustainability Committee. The committees of the Board on which Mr. Nauman (59 years old) initially will serve are the Audit Committee and the Compensation Committee.
Since 2019, Ms. Gratzke has served as President, Siemens Smart Infrastructure, United States, Siemens AG. From 2017 to 2019, Ms. Gratzke was Divisional Vice President, Power Systems at Hubbell Incorporated, and from 2014 to 2017, Ms. Gratzke was General Manager and Global Product Line Lead, Industrial Breakers, Power Components at General Electric Company. Prior to joining GE, Ms. Gratzke held a number of general management positions at Siemens AG over a period of 19 years.
Since 2014, Mr. Nauman has served on Brady Corporation’s Board of Directors and as the President and CEO of Brady Corporation. Prior to joining Brady Corporation, Mr. Nauman spent 20 years at Molex Incorporated, where he led global businesses in the automotive, data communications, industrial, medical, military/aerospace and mobile sectors. In 2007, he became Molex's Senior Vice President leading its Global Integrated Products Division and was named Executive Vice President in 2009. Before joining Molex in 1994, Mr. Nauman was a tax accountant and auditor with Arthur Andersen and Controller and then President of Ohio Associated Enterprises, Inc.
Item 7.01. Regulation FD.
On June 30, 2021, the Company issued a press release announcing the election of two new directors. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
|Press release of the Company dated June 30, 2021 announcing election of two new directors.|
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.
|COMMERCIAL VEHICLE GROUP, INC.|
|July 6, 2021||By:||/s/ Aneezal H. Mohamed|
|Name:||Aneezal H. Mohamed|