| Item 5.02 | Departure of Directors of Principal Officers; Election of Directors; Appointment of Principal Officers |
After an extensive search process, the Board of Directors (the “Board”) of MRC Global Inc. (the “Company”) has elected two new directors, George Damiris and Ronald L. Jadin.
The Company issued a press release on November 4, 2021 to announce that the Board elected both Messrs. Damiris and Jadin to the Board, effective immediately for an initial term expiring at the Company’s annual meeting of stockholders in 2022.
Mr. Damiris, age 61, previously served as the President and Chief Executive Officer of HollyFrontier Corporation, an independent petroleum refiner, and Holly Energy Partners, a petroleum product and crude oil transportation, terminalling and storage company, from 2016 until 2019. Both of these companies are listed on the New York Stock Exchange (“NYSE”). From 2007 until 2015, he served in various leadership roles with HollyFrontier, and before that, with Koch Industries. He serves on the board of directors of Eagle Materials, a cement and wallboard manufacturing company listed on the NYSE. He holds a B.S. in Chemical Engineering and an MBA from Case Western Reserve University. He will serve on the Compensation and Governance Committees of the Board.
Mr. Jadin, age 61, previously served as the Chief Financial Officer of W.W. Grainger Inc., an industrial distribution company listed on the NYSE, from 2008 until 2018. From 1998 until 2008, he served in various finance and leadership roles with Grainger, and before that, with General Electric Company, a diversified industrial and finance company listed on the NYSE. He holds a B.A. in Economics from Yale University and an MBA from the University of Wisconsin - Whitewater. He will serve on the Audit and Governance Committees of the Board.
Both Messrs. Damiris and Jadin will each receive the same compensation as other non-employee Company directors as described in the MRC Global 2021 Proxy Statement under “Non-Employee Director Compensation”.
There is no arrangement or understanding between each of Messrs. Damiris and Jadin and any other persons pursuant to which either of them was selected as a director. Neither Mr. Damiris nor Mr. Jadin has any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Each of Messrs. Damiris and Jadin and the Company have entered into the Company’s standard director indemnification agreement, whereby the Company agrees to indemnify, defend and hold its directors harmless from and against losses and expenses incurred as a result of their Board service, subject to the terms and conditions provided in the agreement.
| Item 9.01 | Financial Statements and Exhibits. |
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