0000054381-17-000051.txt : 20171109 0000054381-17-000051.hdr.sgml : 20171109 20171109161155 ACCESSION NUMBER: 0000054381-17-000051 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20171109 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20171109 DATE AS OF CHANGE: 20171109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KAMAN Corp CENTRAL INDEX KEY: 0000054381 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MACHINERY, EQUIPMENT & SUPPLIES [5080] IRS NUMBER: 060613548 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35419 FILM NUMBER: 171190946 BUSINESS ADDRESS: STREET 1: 1332 BLUE HILLS AVE STREET 2: PO BOX 1 CITY: BLOOMFIELD STATE: CT ZIP: 06002 BUSINESS PHONE: 8602436321 MAIL ADDRESS: STREET 1: 1332 BLUE HILLS AVE STREET 2: PO BOX 1 CITY: BLOOMFIELD STATE: CT ZIP: 06002 FORMER COMPANY: FORMER CONFORMED NAME: KAMAN CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: KAMAN AIRCRAFT CORP DATE OF NAME CHANGE: 19680403 8-K 1 a11-9x17form8k.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

Date of report (Date of earliest event reported): November 9, 2017

Kaman Corporation
(Exact Name of Registrant as Specified in Its Charter)

Connecticut
(State or Other Jurisdiction of Incorporation)

001-35419
 
06-0613548
(Commission File Number)
 
(IRS Employer Identification No.)
 
 
 
1332 Blue Hills Avenue, Bloomfield, Connecticut
 
06002
(Address of Principal Executive Offices)
 
(Zip Code)

(860) 243-7100
(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 (see General Instruction A.2. below):

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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    o

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.    o






Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Termination of Employment of Steven J. Smidler
On November 9, 2017, Mr. Steven J. Smidler was notified that he will no longer serve as President of the Company’s Distribution segment effective immediately and his employment with the Company will end on January 2, 2018. Upon the effective date of Mr. Smidler’s termination of employment and the fulfillment of all necessary conditions precedent, he will be entitled to receive the compensation and severance benefits specified in the Executive Employment Agreement, dated as of September 1, 2010 (the “Executive Employment Agreement”), by and between Mr. Smidler and Kaman Industrial Technologies Corporation. A copy of the Executive Employment Agreement was previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K dated September 10, 2010 and is hereby incorporated herein by reference.
Appointment of Alphonse J. Lariviere, Jr.
On November 9, 2017, Mr. Alphonse J. Lariviere, Jr. was appointed to serve as President of the Company’s Distribution segment, succeeding to the duties and responsibilities previously held by Mr. Smidler. Mr. Lariviere had previously served as Senior Vice President - Finance & Administration of the segment, and he will continue to fulfill those duties until a successor is appointed.
Item 7.01
Regulation FD Disclosure
On November 9, 2017, the Company issued a press release announcing the appointment of Mr. Lariviere and the termination of employment of Mr. Smidler. A copy of the press release is attached hereto as Exhibit 99.1.
The press release is being furnished with this Current Report on Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such filing.

Item 9.01
Financial Statements and Exhibits

(d)    Exhibits. The following exhibits are attached to this Current Report:

Exhibit 99.1 - Press release issued on November 9, 2017.





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.


 
KAMAN CORPORATION
 
 
 
 
By:
/s/ Shawn G. Lisle
 
 
Shawn G. Lisle
 
 
Senior Vice President and
 
 
General Counsel

Date: November 9, 2017





KAMAN CORPORATION AND SUBSIDIARIES

Index to Exhibits

Exhibit
Description
 
 
 
 
Press release issued on November 9, 2017.
Attached



EX-99.1 2 distributionpresident.htm EXHIBIT 99.1 Exhibit


Exhibit 99.1
image0a20.jpg
 
 
NEWS RELEASE
 
Kaman Corporation
 
1332 Blue Hills Avenue
Bloomfield, CT USA
 
P 860.243.7100
www.kaman.com


ALPHONSE J. LARIVIERE, JR. NAMED PRESIDENT OF KAMAN DISTRIBUTION GROUP

BLOOMFIELD, Connecticut (November 9, 2017) - Kaman Corp. (NYSE:KAMN) today announced that Alphonse J. Lariviere, Jr., 58, has been appointed to serve as President of the Company’s distribution segment effective immediately, assuming the position previously held by Steven J. Smidler.

Lariviere has served in various roles with Kaman Corporation since 2004 most recently as Senior Vice President - Finance & Administration of the Distribution segment. Previous Kaman positions include; President Composite Structures, Aerospace Group Senior Vice President-Finance, and Helicopters Division Vice President-Finance. Prior to his arrival at Kaman, Mr. Lariviere served as VP Global Shared Services at Garlock Sealing Technologies, and was with Goodrich Pump & Engine Controls working through increasingly responsible roles and ultimately being named Vice President Finance.
  
“Al’s broad based experience throughout his career in general management, finance, supply chain management and customer service make him an ideal candidate to lead our Distribution Group. He is a strong leader with a proven track record of growth and accountability. His initial focus will be to spearhead efforts to increase the growth and profitability of our Distribution business” stated Neal J. Keating, Chairman, President and Chief Executive Officer.

Lariviere received a Master of Business Administration degree with a concentration in Finance from Rensselaer Polytechnic Institute, and he holds a bachelor’s degree in accounting from Southern New Hampshire University.

About Kaman Corporation
Kaman Corporation, founded in 1945 by aviation pioneer Charles H. Kaman, and headquartered in Bloomfield, Connecticut conducts business in the aerospace and industrial distribution markets.  The company produces and markets proprietary aircraft bearings and components; super precision, miniature ball bearings; complex metallic and composite aerostructures for commercial, military and general aviation fixed and rotary wing aircraft; safe and arming solutions for missile and bomb systems for the U.S. and allied militaries; subcontract helicopter work; restoration, modification and support of  our SH-2G Super Seasprite maritime helicopters; manufacture and support of our K-MAX® manned and unmanned medium-to-heavy lift helicopters; and engineering design, analysis and certification services.  The company is a leading distributor of industrial parts, and operates approximately 240 customer service centers and five distribution centers across the U.S. and Puerto Rico. Kaman offers more than four million items including bearings, mechanical power transmission, electrical, material handling, motion control, fluid power, automation and MRO supplies to customers in virtually every industry.  Additionally, Kaman provides engineering, design and support for automation, electrical, linear, hydraulic and pneumatic systems as well as belting and rubber fabrication, customized mechanical services, hose assemblies, repair, fluid analysis and motor management. More information is available at www.kaman.com.    
###

Investor Contact:
James Coogan
VP, Investor Relations
(860) 243-6342
james.coogan@kaman.com






Media Contact:
Eric Remington
VP, Govt. Relations and Communications
(860) 243-6334
eric.remington@kaman.com



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