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):  August 17, 2017

Kirby Corporation

(Exact name of registrant as specified in its charter)

Nevada	1-7615	74-1884980
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)
55 Waugh Drive, Suite 1000		77007
Houston, Texas		(Zip Code)
(Address of principal executive offices)

Registrant’s telephone number, including area code:

(713) 435-1000

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 or Rule 12b-2 of the Securities Exchange Act of 1934

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 August 17, 2017, C. Andrew Smith, Executive Vice President and Chief Financial Officer of Kirby Corporation, informed the company that he is resigning from his position effective September 7, 2017 to accept another opportunity.  Upon the effectiveness of Mr. Smith’s resignation, David W. Grzebinski, President and Chief Executive Officer of Kirby, will serve in the dual roles of Chief Executive Officer and Chief Financial Officer on an interim basis until Kirby identifies a new Chief Financial Officer.

Item 7.01. Regulation FD Disclosure.

On August 17, 2017, Kirby issued a press release announcing the changes described in Item 5.02.  A copy of the press release is furnished with this report as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release of Kirby Corporation dated August 17, 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 thereunto duly authorized.

KIRBY CORPORATION (Registrant)
By:	/s/ C. Andrew Smith
	C. Andrew Smith
	Executive Vice President
	and Chief Financial Officer

Dated:  August 17, 2017

EXHIBIT INDEX

Exhibit Number	Description of Exhibit
99.1	—Press Release of Kirby Corporation dated August 17, 2017

EX-99.1

KIRBY CORPORATION	Contact:  Brian Carey
	713-435-1413

FOR IMMEDIATE RELEASE

KIRBY CORPORATION ANNOUNCES THE RESIGNATION OF EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER C. ANDREW SMITH

Houston, Texas (August 17, 2017) – Kirby Corporation (“Kirby”) (NYSE: KEX) today announced that C. Andrew Smith, Executive Vice President and Chief Financial Officer of Kirby, has informed Kirby that he is resigning from his position effective September 7, 2017 to accept another opportunity.

David Grzebinski, Kirby’s President and Chief Executive Officer, commented, “Andy has been a valuable contributor during his three years with Kirby, and we wish him all the best in his future endeavors.”  Kirby has commenced a search for a successor Chief Financial Officer.  Mr. Smith will continue in his role as Chief Financial Officer until the effective date of his resignation.  Mr. Grzebinski will then serve in the dual roles of Chief Executive Officer and Chief Financial Officer on an interim basis until Kirby identifies a new Chief Financial Officer.

Statements contained in this press release with respect to the future are forward-looking statements.  These statements reflect management’s reasonable judgment with respect to future events.  Forward-looking statements involve risks and uncertainties.  Actual results could differ materially from those anticipated as a result of various factors, including cyclical or other downturns in demand, significant pricing competition, unanticipated additions to industry capacity, changes in the Jones Act or in U.S. maritime policy and practice, fuel costs, interest rates, weather conditions and timing, magnitude and number of acquisitions made by Kirby.  Forward-looking statements are based on currently available information and Kirby assumes no obligation to update any such statements.  A list of additional risk factors can be found in Kirby’s annual report on Form 10-K for the year ended December 31, 2016 filed with the Securities and Exchange Commission.

Kirby Corporation, based in Houston, Texas, is the nation’s largest domestic tank barge operator transporting bulk liquid products throughout the Mississippi River System, on the Gulf Intracoastal Waterway, coastwise along all three United States coasts, and in Alaska and Hawaii.  Kirby transports petrochemicals, black oil, refined petroleum products and agricultural chemicals by tank barge.  Kirby also operates offshore dry-bulk barge and tugboat units engaged in the offshore transportation of dry-bulk cargoes in the United States coastal trade.  Through the diesel engine services segment, Kirby provides after-market service for medium-speed and high-speed diesel engines and reduction gears used in marine and power generation applications.  Kirby also distributes and services diesel engines, transmissions and pumps, and manufactures and remanufactures oilfield service equipment, including pressure pumping units, for land-based oilfield service and oil and gas operator and producer markets.