false0001551182
0001551182
2020-07-21
2020-07-21
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
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 21, 2020
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EATON CORPORATION plc |
(Exact name of registrant as specified in its charter) |
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Ireland | | 000-54863 | | 98-1059235 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
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Eaton House, | 30 Pembroke Road, | Dublin 4, | Ireland | | D04 Y0C2 |
(Address of principal executive offices) | | (Zip Code) |
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| +353 | 1637 2900 | |
(Registrant’s telephone number, including area code) |
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Not applicable |
(Former name or former address, if changed since last report) |
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Check the appropriate box below if the Form 8-K 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))
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Securities registered pursuant to Section 12(b) of the Act: |
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Title of each class | | Trading Symbol | | Name of each exchange on which registered |
Ordinary shares ($0.01 par value) | | ETN | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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. ☐
Explanatory Note
This Amendment No. 1 to the Current Report on Form 8-K amends Item 5.02 of the Form 8-K filed earlier on July 23, 2020 (the “Original Form 8-K”) solely to correct an error in the second paragraph. The references to the second quarter cash retainer have been replaced with corrected references to the third quarter cash retainer in the fully restated Item 5.02 below.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On July 21, 2020, the Compensation and Organization Committee of the Board of Directors took action to reduce the third quarter base salaries of Craig Arnold, Chairman and Chief Executive Officer, and all other officers, including each of the Named Executive Officers, by approximately 23% and 8%, respectively. The reductions will have retroactive effect to July 1, 2020.
On July 22, 2020, the Board of Directors took action to reduce the third quarter cash retainer for all non-employee directors by 25% to $28,125. The Board directed that the unpaid portion of the third quarter retainer be designated to assist Eaton employees in a manner to be determined by management.
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.
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| | | Eaton Corporation plc |
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Date: | July 23, 2020 | By: | /s/ Nigel Crawford |
| | | Nigel Crawford |
| | | Vice President and Secretary |