0001193125-15-174542.txt : 20150506 0001193125-15-174542.hdr.sgml : 20150506 20150506161535 ACCESSION NUMBER: 0001193125-15-174542 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20150506 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150506 DATE AS OF CHANGE: 20150506 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Continental Building Products, Inc. CENTRAL INDEX KEY: 0001592480 STANDARD INDUSTRIAL CLASSIFICATION: CONCRETE GYPSUM PLASTER PRODUCTS [3270] IRS NUMBER: 611718923 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36293 FILM NUMBER: 15837178 BUSINESS ADDRESS: STREET 1: 12950 WORLDGATE DRIVE STREET 2: SUITE 700 CITY: HERNDON STATE: VA ZIP: 20170 BUSINESS PHONE: 703-480-3800 MAIL ADDRESS: STREET 1: 12950 WORLDGATE DRIVE STREET 2: SUITE 700 CITY: HERNDON STATE: VA ZIP: 20170 FORMER COMPANY: FORMER CONFORMED NAME: LSF8 Gypsum Holdings Company, LLC DATE OF NAME CHANGE: 20131120 8-K 1 d919180d8k.htm 8-K 8-K

 

 

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): May 6, 2015

 

 

Continental Building Products, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-36293   61-1718923

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

 

12950 Worldgate Drive, Suite 700

Herndon, VA

  20170
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (703) 480-3800

 

 

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.

On May 6, 2015, Continental Building Products, Inc. (the “Company”) announced that the Company appointed Dennis Schemm to serve as Senior Vice President and Chief Financial Officer of the Company, effective May 11, 2015.

Mr. Schemm, age 49, most recently served from 2013 to 2015 as Vice President of Global Finance for Armstrong Flooring, a division of Armstrong Worldwide, where he oversaw the division’s financial and accounting functions. Prior to that role, from 2011 to 2013, Mr. Schemm served as Director of Global Financial Planning & Analysis at Gilbarco Veeder Root, a Danaher Corporation, where he was responsible for operational and strategic planning and provided financial leadership to global operations and R&D. From 2009 to 2011, Mr. Schemm served as Finance Director, US Traits and Seeds for Monsanto Company, where he was responsible for finance, accounting and analysis. Prior to that, he held senior financial roles across various divisions of Monsanto Company in manufacturing, internal, audit, investor relations and controllership, including on expatriate assignment in Brazil.

Mr. Schemm’s annual base salary will be $282,000, his target annual bonus will be 75% of base salary, and his target annual long-term incentive grant will be 100% of base salary. Mr. Schemm will also receive an award under the Company’s 2014 Stock Incentive Plan of 6,280 restricted stock units and 6,280 restricted stock units subject to specified performance conditions in connection with his appointment.

Mr. Schemm does not have any family relationship with any of the Company’s executive officers or directors, nor has he engaged in any related party transaction with the Company that would be required to be disclosed pursuant to Item 404 of Regulation S-K.

A copy of the press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit
No.

  

Exhibit

99.1    Continental Building Products, Inc. press release, dated May 6, 2015.


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.

 

Continental Building Products, Inc.
May 6, 2015 By:

/s/ Timothy Power

Name: Timothy A. Power
Title: Senior Vice President and General Counsel
EX-99.1 2 d919180dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

 

LOGO

CONTINENTAL BUILDING PRODUCTS APPOINTS DENNIS SCHEMM

AS CHIEF FINANCIAL OFFICER

Herndon, Virginia, May 6, 2015. Continental Building Products, Inc. (NYSE: CBPX) (the “Company”), a manufacturer of gypsum wallboard and complementary finishing products, announced the appointment of Dennis Schemm as Chief Financial Officer, effective May 11, 2015.

“We are excited to welcome Dennis to our leadership team,” stated Jay Bachmann, Continental’s CEO. “He has a proven history of experience with more than 20 years in finance, including 16 years in senior management roles at publicly traded industrial companies. His extensive and broad leadership capabilities will be instrumental to supporting our efforts as we further strengthen our low-cost position and generate additional cash flow as our end markets improve.”

Mr. Schemm most recently served from 2013 to 2015 as Vice President of Global Finance for Armstrong Flooring, a division of Armstrong Worldwide, where he oversaw the division’s financial and accounting functions. Prior to this role, from 2011 to 2013, Mr. Schemm served as Director of Global Financial Planning & Analysis at Gilbarco Veeder Root, a Danaher Corporation, where he was responsible for operational and strategic planning and provided financial leadership for global operations and R&D. From 1999 to 2011, Mr. Schemm served in various capacities including Corporate Controller and Finance Director across various divisions of Monsanto Company, where he gained broad experience in internal controls, SEC reporting, corporate finance, treasury and investor relations. Mr. Schemm started his career at Bell Atlantic and Price Waterhouse Coopers. Mr. Schemm holds B.S. degrees in Accounting and Computer Science from Penn State University and an MBA from Carnegie Mellon University.

“Continental’s operations and long-term strategy are an excellent match for my background and I am delighted to join the team” stated Dennis Schemm, Continental’s incoming CFO. “The Company has made impressive strides to establish itself as a leader in the wallboard industry and I look forward to helping capitalize on the significant value-generating opportunities ahead.”

About Continental Building Products

Continental Building Products is a manufacturer of gypsum wallboard and complementary finishing products. The Company is headquartered in Herndon, Virginia with operations serving the residential, commercial and repair and remodel construction markets in the eastern United States and eastern Canada.

Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements may be identified by the use of words such as “anticipate”, “believe”, “expect”, “estimate”, “plan”, “outlook”, and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on historical information available at the time the statements are made and are based on management’s reasonable belief or expectations with respect to future events, and are subject to risks and uncertainties, many of which are beyond the Company’s control, that could cause actual performance or results to differ materially


LOGO

 

from the belief or expectations expressed in or suggested by the forward-looking statements. Forward-looking statements speak only as of the date on which they are made and the Company undertakes no obligation to update any forward-looking statement to reflect future events, developments or otherwise, except as may be required by applicable law. Investors are referred to the Company’s reports and documents filed with the SEC including its Annual Report on Form 10K for additional information regarding the risks and uncertainties that may cause actual results to differ materially from those expressed in any forward-looking statement

Contact Information:

Investor Relations:

703 480-3980

Investorrelations@continental-bp.com

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