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): October 12, 2018
| BABCOCK & WILCOX ENTERPRISES, INC. |
| (Exact name of registrant as specified in its charter) |
| DELAWARE | 001-36876 | 47-2783641 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 20 SOUTH VAN BUREN AVENUE BARBERTON, OHIO | 44203 |
| (Address of principal executive offices) | (Zip Code) |
| Registrant’s telephone number, including area code: | (330) 753-4511 |
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))
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; Election of Directors; Appointment of Certain officers; Compensatory Arrangement of Certain Officers. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On October 12, 2018, Babcock & Wilcox Enterprises, Inc. (the “Company”) announced that Mr. Mark A. Carano, Senior Vice President of the Company's Industrial segment, will step down as an executive officer of the Company effective as of October 15, 2018. This action follows the successful sale of the Company’s MEGTEC and Universal businesses, leaving only the SPIG business as a much smaller Industrial segment and is in-line with the Company's strategy to optimize its overall cost structure by eliminating his position. Upon execution of a mutually acceptable separation agreement, Mr. Carano will receive payments in accordance with the Company’s Executive Severance Plan.
The Company is grateful to Mr. Carano for his service and many contributions.
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.
| BABCOCK & WILCOX ENTERPRISES, INC. | |||
| October 12, 2018 | By: | /s/ J. Andre Hall | |
| J. Andre Hall | |||
| Senior Vice President, General Counsel & Corporate Secretary | |||