8-K

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): July 24, 2014 (July 22, 2014)

Furmanite Corporation

(Exact name of registrant as specified in its charter)

Delaware	001-05083	74-1191271
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

10370 Richmond Avenue, Suite 600 Houston, Texas	77042
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: 713-634-7777

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))

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

(d) In July 2014, the Board of Directors (the “Board”) of Furmanite Corporation (the “Company”) increased the size of the Board from four to five members and, effective July 22, 2014, appointed Ms. Kathleen Cochran as a new director of the Company to fill the vacancy created by the increase and to serve until the Company’s next Annual Meeting of Stockholders. Ms. Cochran has also been appointed to the Nominating and Governance, Audit, Compensation Committees of the Board.

In connection with her appointment as a director, Ms. Cochran received an award of 10,000 restricted shares of the Company’s common stock pursuant to the Company’s 1994 Stock Incentive Plan, as amended. The restricted stock will generally vest three years from the grant date subject to the satisfaction of certain conditions. In accordance with the Company’s standard compensatory arrangements for non-employee directors, Ms. Cochran will also be eligible to receive an annual cash retainer fee for her service on the Board and periodic equity-based awards, which description of such arrangements is set forth in the Company’s proxy statement on Schedule 14A for its 2014 Annual Meeting of Stockholders as filed with the Securities and Exchange Commission on March 27, 2014, which description is hereby incorporated by reference into this Current Report on Form 8-K.

There are no arrangements or understandings between Ms. Cochran and any other persons pursuant to which she was selected as a director. There are no current or proposed transactions between the Company and Ms. Cochran or her immediate family members that would require disclosure under Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission.

Item 7.01 Regulation FD Disclosure.

The Company issued a press release announcing the appointment of Ms. Cochran, which is attached as Exhibit 99.1 to this report.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1    Press release dated July 24, 2014.

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.

		Furmanite Corporation
Date: July 24, 2014	By:	/s/ ROBERT S. MUFF
		Robert S. Muff
		Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press release dated July 24, 2014

EX-99.1

For more information, contact:

Investor Relations

(713) 634-7775

Email: investor@furmanite.com

FURMANITE CORPORATION APPOINTS

KATHLEEN COCHRAN AS DIRECTOR

HOUSTON, TEXAS (July 24, 2014) – Furmanite Corporation (the “Company”) (NYSE: FRM) announced that the Board of Directors has appointed Kathleen (“Kathy”) Cochran as a new Director of the Company.

Ms. Cochran, a distinguished marketing and planning professional with over 30 years of business experience, has provided strategic consulting to Fortune 500 companies globally in her role as Senior Advisor at The Boston Consulting Group since 2008. In this role, she advises an international client base on a wide range of business areas across diverse industries. Prior to that, Ms. Cochran served in various marketing and business development roles during her 18 year career at The Gillette Company (and subsequently Procter & Gamble), ultimately becoming a member of the global leadership team, serving as a Vice President of Marketing Research and Global Business Management.

“On behalf of the Board and management team, we are pleased to welcome Kathy to Furmanite,” said Sangwoo Ahn, Presiding Non-executive Director and Chairman of the Board. “With her senior level business development and strategic management skills along with her breadth of international and industry experience, Kathy will bring a unique and valuable perspective to the Furmanite team.”

ABOUT FURMANITE CORPORATION

Furmanite Corporation (NYSE: FRM), founded in 1920, is one of the world’s largest specialty industrial services and specialty engineering project solutions companies, providing world class solutions to customer needs through more than 80 offices on six continents. The Company delivers a wide portfolio of inspection, mechanical and engineering services which help monitor, maintain, renew and construct the global energy, industrial and municipal infrastructures. Furmanite serves a broad range of industry sectors, including refining, offshore, sub-sea, pipeline, power generation, chemical, petrochemical, pulp and paper, water utilities, automotive, mining, marine and steel manufacturing. World Headquarters and Global Support Operations are located in Houston, Texas; Rotterdam, Netherlands; Kendal, United Kingdom and Melbourne, Australia. For more information, visit www.furmanite.com

Certain of the Company’s statements in this press release are not purely historical, and as such are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These include statements regarding management’s intentions, plans, beliefs, expectations or projections of the future. Forward-looking statements involve risks and uncertainties, including without limitation, the various risks inherent in the Company’s business, and other risks and uncertainties detailed most recently in this press release and the Company’s Form 10-K as of December 31, 2013 filed with the Securities and Exchange Commission. One or more of these factors could affect the Company’s business and financial results in future periods, and could cause actual results to differ materially from plans and projections. There can be no assurance that the forward-looking statements made in this document will prove to be accurate, and issuance of such forward-looking statements should not be regarded as a representation by the Company, or any other person, that the objectives and plans of the Company will be achieved. All forward-looking statements made in this press release are based on information presently available to management, and the Company assumes no obligation to update any forward-looking statements.