0001193125-15-209461.txt : 20150602 0001193125-15-209461.hdr.sgml : 20150602 20150601175329 ACCESSION NUMBER: 0001193125-15-209461 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150529 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20150602 DATE AS OF CHANGE: 20150601 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HUTTIG BUILDING PRODUCTS INC CENTRAL INDEX KEY: 0001093082 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-LUMBER & OTHER CONSTRUCTION MATERIALS [5030] IRS NUMBER: 430334550 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14982 FILM NUMBER: 15904751 BUSINESS ADDRESS: STREET 1: 555 MARYVILLE UNIVERSITY DRIVE STREET 2: SUITE 240 CITY: ST LOUIS STATE: MO ZIP: 63141 BUSINESS PHONE: 314-216-2600 MAIL ADDRESS: STREET 1: PO BOX 1041 CITY: CHESTERFIELD STATE: MO ZIP: 63006-1041 8-K 1 d936034d8k.htm FORM 8-K Form 8-K

 

 

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): May 29, 2015

 

 

Huttig Building Products, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-14982   43-0334550

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

555 Maryville University Dr., Suite 400, St. Louis, MO   63141
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (314) 216-2600

Former name or former address, if changed since last report: Not Applicable

 

 

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 (see General Instruction A.2. below):

 

¨ 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.

On May 29, 2015, Philip Keipp resigned, effective June 12, 2015, as the Vice President, Chief Financial Officer and Secretary of Huttig Building Products, Inc. (the “Company”). Mr. Keipp, who joined the Company in July 2009, will assist in the orderly transition of his responsibilities.

In connection with Mr. Keipp’s resignation and his ongoing transition services, the Company and Mr. Keipp entered into a separation agreement pursuant to which, among other things, Mr. Keipp agreed to release the Company of claims and the Company agreed to pay Mr. Keipp severance of $20,710 per month in consideration for the provision of transition services to the Company from June 12, 2015, the last day of his employment, through December 31, 2015. The Company also agreed to amend certain restricted stock awards held by Mr. Keipp such that the following restricted stock awards will vest on the indicated dates: 23,334 shares on January 27, 2016, 20,000 shares on January 28, 2016 and 20,000 shares on January 29, 2016. All other unvested equity awards held by Mr. Keipp will be forfeited upon his termination of employment.

On May 29, 2015, the Board of Directors (the “Board”) of the Company appointed Jon P. Vrabely, the Company’s President and Chief Executive Officer, to the additional office of interim Chief Financial Officer effective June 12, 2015 until a permanent replacement for the Chief Financial Officer position has been identified. The Company has commenced a search for a new Chief Financial Officer.

Mr. Vrabely has served as President and Chief Executive Officer of the Company and as a member of the Board since January 2007. He served as Vice President, Chief Operating Officer of the Company from November 2005 to January 2007, as Vice President of Operations of the Company from December 2004 to November 2005 and as Vice President, Product Management of the Company from September 2003 to December 2004. Mr. Vrabely also served as Vice President of the Company’s Builder Resource operations from October 2002 until those operations were divested in February 2005. Additional information regarding Mr. Vrabely’s background and current compensation is set forth in the Company’s proxy statement filed with the Securities and Exchange Commission on March 20, 2015.

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.

 

Huttig Building Products, Inc.
(Registrant)
Date: June 2, 2015

/s/ Jon P. Vrabely

Jon P. Vrabely
President and Chief Executive Officer