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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): January 10, 2024

______________________

 

REV Group, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware 001-37999 26-3013415
(State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (IRS Employer Identification Number)

 

245 South Executive Drive, Suite 100

Milwaukee, WI 53005

(Address of principal executive offices and zip code)

 

(414) 290-0190

(Registrant’s telephone number, including area code)

 

Former name or former address, if changed since last report: N/A

______________________

 

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
Common Stock ($0.001 Par Value) REVG 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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

 

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 Arrangement of Certain Officers.

 

(d). On January 10, 2024, the Board of Directors (the “Board”) of REV Group, Inc. (the “Company”) increased the size of the Board from nine persons to ten persons and elected Kathleen M. Steele to serve as a Class I director to fill the vacancy created by such increase, effective January 10, 2024. Ms. Steele's term as a Class I director will expire at the upcoming annual meeting of stockholders, and she will stand for re-election. If elected, she will serve until her term expires or until a successor has been elected and qualified.

 

The Board has determined that Ms. Steele is independent under the corporate governance requirements of the New York Stock Exchange.

 

Ms. Steele’s compensation will be consistent with that of other non-employee directors. In connection with her appointment, Ms. Steele will enter into a standard indemnification agreement with the Company in the form previously approved by the Board.

 

There are no arrangements or understandings between Ms. Steele and any other person pursuant to which Ms. Steele was selected as a director and there are no related party transactions between the Company and Ms. Steele that would require disclosure under Item 404(a) of Regulation S-K.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit

Number

  Description
99.1   REV Group, Inc. press release dated January 10, 2024
104   Cover Page Interactive Data File (formatted in iXBRL)

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

  REV Group, Inc.
   
     
Date: January 10, 2024 By: /s/ Mark A. Skonieczny
    Mark A. Skonieczny
   

President and Chief Executive Officer,

Interim Chief Financial Officer, and Director  

(Principal Executive and Financial Officer)