UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 6, 2016 |
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| Baker Hughes Incorporated |
| (Exact Name of Registrant as Specified in its Charter) |
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| Delaware | 1-9397 | 76-0207995 |
| (State of Incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) |
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2929 Allen Parkway Houston, Texas 77019 |
| (Address of Principal Executive Offices) |
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| Registrant’s telephone number, including area code: (713) 439-8600 |
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| N/A |
| (Former Name or Former Address, if Changed Since Last Report) |
| __________________ |
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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)) |
Item 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(e) On June 6, 2016, the Compensation Committee of the Board of Directors of Baker Hughes Incorporated (the “Company”) approved a one-time lump sum cash payment in the amount of $2,000,000 to Alan R. Crain, Senior Vice President, Chief Legal and Governance Officer. The bonus was approved in recognition of Mr. Crain’s leadership and contribution to the Company while the Company’s merger with Halliburton Company was pending. The Agreement and Plan of Merger between the Company and Halliburton Company was terminated on April 30, 2016.
Item 8.01.Other Events
Early Results of Tender Offer
On June 9, 2016, the Company issued a press release announcing the early results of the tender offers for certain outstanding notes (the "Notes") of the Company and its subsidiary Western Atlas Inc. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated into this Item 8.01 by reference.
Pricing Terms of Tender Offer
On June 9, 2016, the Company issued a press release announcing pricing terms of the tender offers for the Notes. A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated into this Item 8.01 by reference.
Item 9.01.Financial Statements and Exhibits
| 99.1 | Press Release dated June 9, 2016 |
| 99.2 | Press Release dated June 9, 2016 |
SIGNATURE
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 INCORPORATED |
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| Date: | June 9, 2016 | | By: | /s/ Lee Whitley |
| | | | | Name: | Lee Whitley |
| | | | | Title: | Vice President and Corporate Secretary |
EXHIBIT INDEX
| Exhibit No. | Description |
99.1 | Press Release dated June 9, 2016 |
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| 99.2 | Press Release dated June 9, 2016 |
