-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CpiVU8leS+Ww3em7Rzs0y0Pr9pi0acn4+PxPEINEveXQukQrqQgnkL5fgAvWVElw 8eJ0Jy7rajC0dQ8mTAgy/w== 0000950123-10-103630.txt : 20101110 0000950123-10-103630.hdr.sgml : 20101110 20101110082805 ACCESSION NUMBER: 0000950123-10-103630 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20101109 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101110 DATE AS OF CHANGE: 20101110 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LUBRIZOL Corp CENTRAL INDEX KEY: 0000060751 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 340367600 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05263 FILM NUMBER: 101178274 BUSINESS ADDRESS: STREET 1: 29400 LAKELAND BLVD CITY: WICKLIFFE STATE: OH ZIP: 44092 BUSINESS PHONE: 4409434200 MAIL ADDRESS: STREET 1: 29400 LAKELAND BLVD CITY: WICKLIFFE STATE: OH ZIP: 44092 FORMER COMPANY: FORMER CONFORMED NAME: LUBRIZOL CORP DATE OF NAME CHANGE: 19920703 8-K 1 l41105e8vk.htm FORM 8-K e8vk
 
 
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) November 9, 2010
THE LUBRIZOL CORPORATION
 
(Exact name of registrant as specified in its charter)
         
Ohio   1-5263   34-0367600
         
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)
     
29400 Lakeland Boulevard, Wickliffe, Ohio   44092-2298
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (440) 943-4200
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:
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))
 
 

 


 

Item 5.02   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
     (b) On November 9, 2010, The Lubrizol Corporation announced that Joseph W. Bauer, vice president and general counsel, notified the company of his intent to retire, effective January 3, 2011. A copy of the press release issued by the company is attached hereto as Exhibit 99.1.
     (e) In connection with Mr. Bauer’s retirement in good standing and in recognition of his long tenure with the company, the organization and compensation committee approved, in accordance with The Lubrizol Corporation 2005 Stock Incentive Plan, an amendment to fully vest, effective upon the date of Mr. Bauer’s retirement, each of the unvested outstanding option awards granted to Mr. Bauer. The date of grant and the number of shares for which vesting will be accelerated is as follows: February 19, 2008, 4,150 shares; February 23, 2009, 14,300 shares; and February 22, 2010, 6,000 shares.
Item 9.01.   Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is furnished herewith:
         
  99.1    
The Lubrizol Corporation press release dated November 9, 2010

2


 

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.
         
  THE LUBRIZOL CORPORATION
 
 
Date: November 9, 2010  By:   /s/ Leslie M. Reynolds    
    Name:   Leslie M. Reynolds   
    Title:   Corporate Secretary and Counsel   
 

3

EX-99.1 2 l41105exv99w1.htm EX-99.1 exv99w1
(LUBRIZOL LOGO)
     The Lubrizol Corporation
     29400 Lakeland Boulevard, Wickliffe, Ohio 44092-2298
EXHIBIT 99.1
News Release
     
FOR RELEASE:
  Immediately
FROM:
  Media Contact
 
  Julie Young
 
  440/347-4432
 
  Web Site: www.lubrizol.com
Lubrizol Names Suzanne F. Day as
Corporate Vice President and General Counsel
CLEVELAND, November 9, 2010 — The Lubrizol Corporation (NYSE:LZ) today announces that Suzanne F. Day has been elected corporate vice president and general counsel, replacing Joseph W. Bauer, who is retiring after 25 years with the company. Effective January 3, 2011, Day will assume global responsibility for legal services, directing the corporation’s legal strategy in support of the company’s vision and objectives.
Day joined Lubrizol’s global legal division in 1998 to handle litigation throughout the corporation, eventually heading the litigation and disputes practice section. She has engaged in all phases of trial practice and alternative dispute resolution on behalf of the company. Since becoming a deputy general counsel of the corporation in 2007, Day has led the successful resolution of numerous legal matters for Lubrizol, both inside and outside of the courtroom. Prior to joining Lubrizol, she practiced law at the Cleveland law firm of Calfee, Halter & Griswold LLP. Day has a Bachelor of Arts from the University of Virginia and a Juris Doctor from Case Western Reserve University.
“I am pleased to have Suzanne in this role,” said James L. Hambrick, Lubrizol chairman, president and chief executive officer. “Since joining Lubrizol, she has made significant contributions, combining her litigation knowledge with her understanding of our businesses to successfully resolve legal matters for the company. Like Joe Bauer, Suzanne has a reputation for having strong business judgment as well as being an outstanding lawyer.”
Bauer will retire as Lubrizol’s current longest-serving corporate officer. He joined Lubrizol in 1985 to manage the company’s litigation matters. In 1991, he was named general counsel and was elected as an officer in 1992. He managed the legal affairs of Lubrizol and its wholly owned subsidiaries and affiliates around the world. Prior to joining Lubrizol, Bauer practiced law with Jones Day.
- more -

 


 

(LUBRIZOL LOGO)
“In his 25 years, Joe witnessed the company go through an incredible amount of change. With each transition, he significantly contributed to the company’s success by reducing our exposure to legal claims and managing our enterprise risk,” commented Hambrick. “During his tenure he built a legal division based upon an in-house law firm model that decreased the company’s dependency on outside counsel, developing a committed legal team that shares a better understanding of the business, while reducing outside expenses. On behalf of the board and the entire management team, I would like to thank Joe for his years of dedicated service. We greatly appreciate his many contributions and wish him all the best in his retirement.”
About The Lubrizol Corporation
The Lubrizol Corporation (NYSE: LZ) is an innovative specialty chemical company that produces and supplies technologies to customers in the global transportation, industrial and consumer markets. These technologies include lubricant additives for engine oils, other transportation-related fluids and industrial lubricants, as well as fuel additives for gasoline and diesel fuel. In addition, Lubrizol makes ingredients and additives for personal care products and pharmaceuticals; specialty materials, including plastics technology and performance coatings in the form of specialty resins and additives. Lubrizol’s industry-leading technologies in additives, ingredients and compounds enhance the quality, performance and value of customers’ products, while reducing their environmental impact.
With headquarters in Wickliffe, Ohio, The Lubrizol Corporation owns and operates manufacturing facilities in 17 countries, as well as sales and technical offices around the world. Founded in 1928, Lubrizol has approximately 6,800 employees worldwide. Revenues for 2009 were $4.6 billion. For more information, visit www.lubrizol.com.
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