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): September 9, 2020
____________
EXTERRAN CORPORATION
(Exact Name of Registrant as Specified in its Charter)
____________
| Delaware | 47-3282259 | |||||||||||||
| (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) | |||||||||||||
| 11000 Equity Drive | ||||||||||||||
| Houston | Texas | 77041 | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||||||||
(281) 836-7000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Exchange Act:
| Title of each class | Ticker symbol(s) | Name of each exchange on which registered | ||||||||||||
| Common Stock, $0.01 par value per share | EXTN | New York Stock Exchange | ||||||||||||
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 (§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 September 9, 2020, Girish Saligram, Chief Operating Officer of Exterran Corporation (the “Company”), notified the Company of his intent to voluntarily resign his position, effective September 25, 2020, in order to assume the chief executive officer position at another company. Mr. Saligram’s resignation was a personal decision and not due to any disagreement with the Company’s management team, operations, policies or practices.
Mr. Saligram is continuing in his role through September 25th, and will assist the Company in the transition of his responsibilities following his resignation. Mr. Saligram’s responsibilities will be reassigned internally during this transition period.
Item 7.01 Regulation FD Disclosure.
The Company issued a press release on September 10, 2020 announcing Mr. Saligram’s decision to voluntarily resign as the Company’s Chief Operating Officer. The press release making this announcement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
2
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.
| EXTERRAN CORPORATION | ||||||||||||||||||||
| September 10, 2020 | By: | /s/ Valerie L. Banner | ||||||||||||||||||
| Valerie L. Banner | ||||||||||||||||||||
| Senior Vice President | ||||||||||||||||||||
3