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): July 24, 2008
Bucyrus International, Inc.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 001-00871 | | 39-0188050 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
P.O. Box 500, 1100 Milwaukee Avenue, South Milwaukee, Wisconsin 53172
(Address of principal executive offices, including ZIP code)
(414) 768-4000
(Registrant’s telephone number, including area code)
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 C.F.R. §230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 C.F.R. §240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 C.F.R. §240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 C.F.R. §240.13e-4(c)) |
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) On July 24, 2008, the Board of Directors of Bucyrus International, Inc. (the “Company”) elected Robert K. (Kelly) Ortberg as a new director of the Company as a member of the class of directors whose term expires at the Company’s 2011 Annual Meeting of Stockholders. In addition, Mr. Ortberg was appointed to the Compensation Committee of the Company’s Board of Directors. Mr. Ortberg, 48, has served as executive vice president and chief operating officer for Rockwell Collins Commercial Systems since October 2006. He previously served as vice president and general manager of Rockwell Collins Air Transport Systems, a position he was appointed to in 2002. Mr. Ortberg joined Rockwell Collins, Inc. in 1987.
In connection with Mr. Ortberg’s election to the Board of Directors, he will receive a pro rata portion of the annual $75,000 retainer that is paid in shares of the Company’s common stock pursuant to the Company’s Non-Employee Director Fee Guidelines. Additionally, he will receive a pro rata portion of the annual $35,000 cash retainer that is paid to the Company’s non-employee directors.
-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.
| | | | | | |
| | | | BUCYRUS INTERNATIONAL, INC. |
| | | |
| Dated: July 25, 2008 | | | | By: | | /s/ Craig R. Mackus |
| | | | Name: | | Craig R. Mackus |
| | | | Title: | | Chief Financial Officer and Secretary |
-3-
