0001681459-19-000078.txt : 20190531 0001681459-19-000078.hdr.sgml : 20190531 20190531161035 ACCESSION NUMBER: 0001681459-19-000078 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20190531 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: 20190531 DATE AS OF CHANGE: 20190531 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TechnipFMC plc CENTRAL INDEX KEY: 0001681459 STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533] IRS NUMBER: 981283037 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37983 FILM NUMBER: 19870536 BUSINESS ADDRESS: STREET 1: ONE ST. PAUL'S CHURCHYARD CITY: LONDON STATE: X0 ZIP: EC4M 8AP BUSINESS PHONE: 44 203 429 3950 MAIL ADDRESS: STREET 1: ONE ST. PAUL'S CHURCHYARD CITY: LONDON STATE: X0 ZIP: EC4M 8AP FORMER COMPANY: FORMER CONFORMED NAME: TechnipFMC Ltd DATE OF NAME CHANGE: 20160803 8-K 1 a2019-05x31xdraft2xform8xk.htm 8-K Document


    

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

May 31, 2019
Date of Report (Date of earliest event reported)
 
TechnipFMC plc
(Exact name of registrant as specified in its charter)
                

 England and Wales
 
001-37983
 
98-1283037
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)

 One St. Paul’s Churchyard
London, United Kingdom
 
 
 
EC4M 8AP
(Address of principal executive offices)
 
 
 
(Zip Code)
+44 203 429 3950
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former name or former address, if changed since last report)
 

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))

Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol
Name of Each Exchange on Which Registered
Ordinary shares, $1.00 par value per share
FTI
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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐





Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(d)    On May 31, 2019, upon the recommendation of the Nominating and Corporate Governance Committee (the “Committee”) of the Board of Directors (the “Board”) of TechnipFMC plc (the “Company”), the Board unanimously appointed Messrs. Olivier Piou and John Yearwood as directors of the Company, effective June 1, 2019. In addition, both will serve on the Nominating and Corporate Governance Committee; Mr. Piou will serve on the Strategy Committee; and Mr. Yearwood will serve on the Compensation Committee.
For their service, each of Messrs. Piou and Yearwood will receive compensation commensurate with that received by the Company’s other non-executive directors as disclosed under the caption “Director Compensation” in the Company’s Definitive Proxy Statement, filed with the Securities and Exchange Commission on March 15, 2019, prorated to reflect their length of service in 2019. Such compensation is in accordance with the Company’s shareholder-approved Director Remuneration Policy.
On May 31, 2019, the Company issued a news release announcing the new director appointments, a copy of which is filed herewith as Exhibit 99.1.
Item 9.01    Financial Statements and Exhibits
(d)    Exhibits

Exhibit No.
 
Description of Exhibit
99.1
 












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.

                        

 
TechnipFMC plc
Date: May 31, 2019
By:
/s/ Dianne B. Ralston
 
Name:
Dianne B. Ralston
 
Title:
Executive Vice President,
 
 
Chief Legal Officer and Secretary




        


    

    


EX-99.1 2 pressrelease2.htm EXHIBIT 99.1 Exhibit

pressreleaseimage1a02.gifPress Release

TechnipFMC names Olivier Piou and John Yearwood to its Board of Directors

LONDON, PARIS, HOUSTON, May 31, 2019 — TechnipFMC (NYSE: FTI) (PARIS: FTI) announces today that Olivier Piou, former Chief Executive Officer of Gemalto N.V., and John Yearwood, former Chief Executive Officer of Smith International, Inc., have been named to its Board of Directors, effective June 1, 2019.

Doug Pferdehirt, Chairman and CEO of TechnipFMC, stated “I am pleased to welcome John and Olivier to the Board as the first new members since our merger. Both bring proven leadership and the global perspective gained as the CEO of an international public company. Olivier’s extensive knowledge of digital enterprise development will be invaluable as we continue to execute on our digital transformation strategy. John’s deep knowledge of manufacturing and oilfield services will support the continued differentiation and growth of our businesses. Because of their diverse experiences, John and Olivier are a strong complement to our Board of Directors and will further strengthen the Board’s breadth of talent and competencies.”

Mr. Piou will serve on the Strategy Committee and Mr. Yearwood will serve on the Compensation Committee. Both will serve on the Nominating and Corporate Governance Committee.

About Olivier Piou

Mr. Piou, 60, was the Chief Executive Officer and Board member of Gemalto N.V., an international digital security company, from 2006 to 2016. Gemalto was formed through the combination of Axalto N.V. and Gemplus International. Mr. Piou served as Chief Executive Officer and Board Member of Axalto N.V. from its 2004 initial public offering until its combination with Gemplus in 2006. Mr. Piou began his career at Schlumberger Limited where he held progressively senior positions covering technology, marketing, and operations in Schlumberger’s Oil & Gas and Technology businesses over the course of 23 years. Mr. Piou currently serves on the Board of Directors of Nokia Oyj and Valeo S.A.. He previously served on the Boards of Directors of Alcatel-Lucent (2008 to 2016), Axalto N.V. (2004 to 2006), and Gemalto N.V. (2006 to 2016). Mr. Piou holds a Master’s Degree in engineering from Ecole Centrale de Lyon, France.

About John Yearwood

John Yearwood, 59, was Chief Executive Officer, President, and Chief Operating Officer of Smith International, Inc., which was a supplier of services and manufactured products to oil and gas exploration and production companies, from 2009 to 2010 when Smith International merged with Schlumberger Limited. He served as Smith International’s Executive Vice President and President of Completion and Production from September to December 2008. Prior to joining Smith International, Mr. Yearwood spent over 26 years at Schlumberger in a succession of executive leadership positions, including President, North and South America Oilfield Services; Vice President, Finance, WesternGeco, and Oilfield Services Controller. Mr. Yearwood currently serves as the Lead Director of Nabors Industries Ltd. He previously served on the Board of Directors of Sabine Oil & Gas Corp. Mr. Yearwood holds a Bachelor of Science Honors degree in Geology and Environment from Oxford Polytechnic, subsequently renamed Oxford Brookes University, United Kingdom.

###
About TechnipFMC

TechnipFMC is a global leader in subsea, onshore/offshore, and surface projects. With our proprietary technologies and production systems, integrated expertise, and comprehensive solutions, we are transforming our clients’ project economics.
We are uniquely positioned to deliver greater efficiency across project lifecycles from concept to project delivery and beyond. Through innovative technologies and improved efficiencies, our offering unlocks new possibilities for our clients in developing their oil and gas resources.
Each of our more than 37,000 employees is driven by a steady commitment to clients and a culture of purposeful innovation, challenging industry conventions, and rethinking how the best results are achieved.
To learn more about us and how we are enhancing the performance of the world’s energy industry, go to TechnipFMC.com and follow us on Twitter @TechnipFMC.

Contacts
Investor relations
Matt Seinsheimer
Vice President Investor Relations
Tel: +1 281 260 3665
Email:
Matt Seinsheimer  
Phillip Lindsay
Director Investor Relations (Europe)
Tel: +44 (0) 20 3429 3929
Email:
Phillip Lindsay 

Media relations
Christophe Bélorgeot 
Senior Vice President Corporate Engagement
Tel: +33 1 47 78 39 92
Email:
Christophe Belorgeot 
Delphine Nayral 
Director Public Relations
Tel: +33 1 47 78 34 83
Email:
Delphine Nayral 



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