8-K 1 tisiform8-knewboardmembera.htm FORM 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
 
Date of report (Date of earliest event reported): August 15, 2019
 
TEAM, Inc.
(Exact Name of Registrant as Specified in Charter)
 
 
 
 
 
 
Delaware
 
001-08604
 
74-1765729
(State or Other Jurisdiction
of Incorporation)
 
 
(Commission
File Number)
 
 
(IRS Employer
Identification No.)
 
13131 Dairy Ashford, Suite 600
Sugar Land, Texas 77478
(Address of Principal Executive Offices and Zip Code)
 
Registrant’s telephone number, including area code: (281) 331-6154
 
Not Applicable
(Former name or former address, if changed since last report)
 
Check the appropriate line below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 — CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 — CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the — Exchange Act (17 CFR 240.14d-2(b))
o
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(s)
Name of each exchange on which registered
Common Stock, $0.30 par value
TISI
New York Stock Exchange

Indicate by check mark whether 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 August 15, 2019, the Board of Directors (the “Board”) of Team, Inc. (the “Company”) appointed Mr. Robert Skaggs, Jr. to the Board of the Company. Mr. Skaggs will serve as a Class I director until his term expires at the 2020 annual meeting of shareholders, at which time he will stand for election by the Company’s shareholders. Pursuant to the Board’s standard compensation policy for non-employee directors, Mr. Skaggs will receive a $65,000 annual cash retainer payable quarterly in arrears and will be eligible for an annual stock award of $87,500 following the annual meeting of shareholders. Additionally, as a member of the Corporate Governance and Nominating Committee, Mr. Skaggs will receive an additional annual cash retainer of $5,000, payable quarterly.

Mr. Skaggs, 65, served as Chairman and Chief Executive Officer of Columbia Pipeline Group, Inc. through 2016. No family relationships exist between Mr. Skaggs and any of the Company’s other directors or executive officers. There are no arrangements between Mr. Skaggs and any other person pursuant to which Mr. Skaggs was nominated as a director, nor are there any transactions to which the Company is or was a participant and in which Mr. Skaggs has a material interest subject to disclosure under Item 404(a) of Regulation S-K.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits. The following exhibit is furnished as part of Item 5.02 of this Current Report on Form 8-K:
Exhibit number
 
Description
 
 
 
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.
 
TEAM, INC.
 
 
 
 
 
 
By:
/s/ André C. Bouchard
 
 
André C. Bouchard
 
 
Executive Vice President, Chief Legal Officer and Secretary
Dated: August 15, 2019