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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):
 
February 20, 2020
 
 
 
Cooper Tire & Rubber Company
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
 
Delaware
 
001-04329
 
34-4297750
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
 (I.R.S Employer Identification No.)
 
 
 
 
 
 
 
 
701 Lima Avenue,
 Findlay,
Ohio
 
419-
423-1321
 
45840
(Address of principal executive offices)
 
(Registrant's telephone number)
 
(Zip Code)
 
 
 
 
 
 
 
 
 
 
 
 
Not Applicable
 
 
 
 
 
 
(Former name or former address, if changed since last report)
 
 
 
 
 
 
 
 
 
 
Securities registered pursuant to Section 12(b) of the Act:
 
 
 
 
 
 
 
 
 
 
Common Stock, $1 par value per share
 
CTB
 
New York Stock Exchange
(Title of Each Class)
 
(Trading Symbol)
 
(Name of Each Exchange on which Registered)
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))
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.
On February 20, 2020, Thomas P. Capo notified Cooper Tire & Rubber Company (the “Company”) that he will not stand for re-election as a director at the Company’s 2020 annual meeting of stockholders (“Annual Meeting”) and will resign from the Board of Directors (the “Board”) of the Company after the Annual Meeting.  Mr. Capo has confirmed to the Board that his decision not to stand for re-election was not due to a disagreement with the Company on any matter relating to the Company’s operations, policies or practices.  The Company thanks Mr. Capo for his valuable service and guidance provided to the Company during his tenure.
Item 8.01. Other Events.

On February 23, 2020, the Company issued a press release announcing it has reached a tentative agreement with the United Steelworks Local 207L representing workers at the Findlay, Ohio facility.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1 Cooper Tire & Rubber Company’s press release issued February 23, 2020.
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.
 
 
 
 
 
Dated:
 
 
Cooper Tire & Rubber Company
February 25, 2020
 
 
By: /s/ Jack Jay McCracken                                
 
 
 
Name: Jack Jay McCracken
 
 
 
Title: Vice President, Assistant General Counsel & Assistant Secretary