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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): October 14, 2023

 

 

APOGEE ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

 

 

Minnesota

(State or other jurisdiction of incorporation)

 

0-6365   41-0919654
(Commission File Number)   (I.R.S. Employer Identification No.)

4400 West 78th Street - Suite 520, Minneapolis,

Minnesota

  55435
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (952) 835-1874

 

 

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))

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, $0.33 1/3 Par Value   APOG   The Nasdaq Stock Market LLC

Indicate by check mark whether the 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.

The Board of Directors (the “Board”) of Apogee Enterprises, Inc. (the “Company”) appoints officers of the Company. The Board has reassigned Brent C. Jewell, from his current role as President, Architectural Framing Systems of the Company, and appointed him to President, Architectural Glass, effective as of October 18, 2023. Mr. Jewell succeeds Nick C. Longman, who the Board has concurrently reassigned and appointed as President, Architectural Framing Systems, also effective October 18, 2023.

In connection with the foregoing appointments, the Company will grant to Messrs. Jewell and Longman 2,200 restricted shares of the Company’s common stock. Assuming continued employment with the Company, one-half of the restricted shares will vest annually over two years, starting on the one-year anniversary of the appointments. The shares of restricted stock will be granted to Messrs. Jewell and Longman pursuant, and subject, to the terms of the Company’s 2019 Stock Incentive Plan and the customary forms of award agreements.

 

Item 7.01

Regulation FD Disclosure

A copy of the Company’s press release announcing the officer transition has been furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in the press release is being furnished, not filed, pursuant to Item 7.01. Accordingly, the information in the press release will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibit.

 

Exhibit
Number
   Description
99.1    Press release dated October 18, 2023
104    Cover Page interactive Data File (embedded within the Inline XBRL document).

 


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.

 

Date: October 18, 2023     APOGEE ENTERPRISES, INC.
    By:  

/s/ Meghan M. Elliott

      Meghan M. Elliott
      Senior Vice President, General Counsel and Secretary