| CIK: | 0000808362 |
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): January 10, 2022
| BAKER HUGHES COMPANY | BAKER HUGHES HOLDINGS LLC | |||||
| (Exact name of registrant as specified in its charter) | ||||||
| Delaware | 1-38143 | 81-4403168 | Delaware | 1-09397 | 76-0207995 | |
| (State of Incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) | (State of Incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) | |
17021 Aldine Westfield Road
Houston, Texas 77073
Registrant’s telephone number, including area code: (713) 439-8600
(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 Name of each exchange on which registered
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Class A Common Stock, par value $0.0001 per share | BKR | The Nasdaq Stock Market LLC |
| 5.125% Senior Notes due 2040 | - | The Nasdaq Stock Market LLC |
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.
Uwem Ukpong, Executive Vice President, Regions, Alliances and Enterprise Sales of Baker Hughes Company (the “Company”), will depart from the Company effective January 31, 2022 (“Separation Date”).
The Company has entered into a letter agreement with Mr. Ukpong, dated January 12, 2022, pursuant to which Mr. Ukpong and the Company mutually agreed as to the terms of his departure. Pursuant to this letter agreement, provided Mr. Ukpong (i) executes a release of claims against the Company and (ii) provides transition and consulting services for 90 days following the Separation Date as required by the Company in order to smoothly transition his duties to his successor and other employees of the Company, the Company will pay Mr. Ukpong $780,000. In addition, Mr. Ukpong acknowledged and affirmed (A) he will not be entitled to severance benefits under the Company’s Executive Severance Program or any other program or agreement, (B) his outstanding long-term incentive awards will be governed by the terms of the applicable award agreements and long-term incentive programs and (C) certain contractual obligations he has to the Company, including confidentiality, non-competition and non-solicitation, will remain in effect for specified periods following his employment.
The foregoing description of the letter agreement does not purport to be complete and is qualified in its entirety by reference to the text of the letter agreement, which is furnished with this Form 8-K as Exhibit 10.1.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description |
| 10.1 | Letter Agreement, dated January 12, 2022, between Baker Hughes Company and Uwem Ukpong. |
| 101.SCH* | Inline XBRL Schema Document |
| 101.CAL* | Inline XBRL Calculation Linkbase Document |
| 101.LAB* | Inline XBRL Label Linkbase Document |
| 101.PRE* | Inline XBRL Presentation Linkbase Document |
| 101.DEF* | Inline XBRL Definition Linkbase Document |
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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.
| BAKER HUGHES COMPANY | |||||
| Date: | January 13, 2022 | By: | /s/ Lee Whitley | ||
| Name: | Lee Whitley | ||||
| Title: | Vice President and Corporate Secretary | ||||
| BAKER HUGHES HOLDINGS LLC | |||||
| Date: | January 13, 2022 | By: | /s/ Lee Whitley | ||
| Name: | Lee Whitley | ||||
| Title: | Vice President and Corporate Secretary | ||||