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) December 16, 2013
PACCAR Inc
(Exact name of registrant as specified in its charter)
| Delaware | 001-14817 | 91-0351110 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
777 106th Avenue NE, Bellevue, WA 98004
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (425) 468-7400
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.):
| ¨ | 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.
On December 16, 2013, the Board of Directors of PACCAR Inc announced that it has promoted Ronald E. Armstrong, age 58, to Chief Executive Officer, effective April 27, 2014. He is currently President of PACCAR. Mr. Armstrong will also join the PACCAR Board as a Class II director at the time he assumes the role of Chief Executive Officer. Mark C. Pigott, currently Chairman and Chief Executive Officer, will become Executive Chairman of the Board of Directors, effective April 27, 2014. The Board of Directors promoted Robert J. Christensen, age 57, to President and Chief Financial Officer, effective April 27, 2014. He is currently Executive Vice President and Chief Financial Officer.
As Chief Executive Officer, Mr. Armstrong will receive an annual salary of $1.1 million and will be eligible for annual variable compensation. Mr. Pigott will receive an annual salary of $500,000 as Executive Chairman of the Board of Directors. Mr. Christensen will receive an annual salary of $730,000 and will be eligible for annual variable compensation.
Mr. Armstrong joined PACCAR in 1993 as assistant division controller at the Peterbilt Division. He was promoted to Operations Controller in 1995 at the PACCAR corporate office. In 2002, he was promoted to Vice President/Controller with responsibility for global accounting operations. He was promoted to President in 2011 with responsibilities for DAF Trucks, PACCAR Engines and Purchasing. Mr. Armstrong worked at Ernst & Young for 16 years before joining PACCAR.
Mr. Christensen joined PACCAR in 1983 in accounting at the Kenworth Seattle factory. He was promoted to PACCAR Parts controller in 1990 and became PACCAR Parts General Manager/Vice President in 2000 with responsibility for Parts worldwide. He was promoted to Kenworth General Manager/Vice President in 2002. In 2008, Mr. Christensen was promoted to the PACCAR corporate office as Senior Vice President. He was promoted to Executive Vice President and Chief Financial Officer in 2013 with responsibilities for Peterbilt, Accounting, Treasury, Kenmex and DAF Brasil.
On December 16, 2013, PACCAR issued a press release announcing the appointments of Mr. Armstrong and Mr. Pigott attached as Exhibit 99.1 to this report.
The information in this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
The following is furnished as an exhibit to this Report.
99.1 Press release of the Registrant, dated December 16, 2013.
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.
| PACCAR Inc | ||||||
| Date: December 16, 2013 |
By: | /s/ D. C. Anderson | ||||
| D. C. Anderson | ||||||
| Vice President and General Counsel | ||||||
Exhibit 99.1
PACCAR Names Ronald E. Armstrong as Chief Executive Officer
Mark Pigott Remains Executive Chairman of the Board
December 16, 2013, Bellevue, Washington – PACCAR Inc announced today that its Board of Directors has elected Ronald E. Armstrong as chief executive officer (CEO) and Mark C. Pigott as executive chairman of the Board of Directors, effective April 27, 2014. Mr. Armstrong was also elected a member of the Board of Directors, effective on the same date. Mr. Armstrong is currently president of PACCAR and succeeds Mr. Pigott who has served as the company’s chief executive officer and chairman since 1997. In his role as executive chairman, Mr. Pigott will remain an employee of the Company and will help guide its future strategies and direction. The Board of Directors also elected Robert J. Christensen as president and chief financial officer (CFO), effective April 27, 2014. Mr. Christensen has worked at PACCAR for 30 years and is currently executive vice president and chief financial officer.
“Ron and Bob are outstanding leaders, who have contributed towards PACCAR’s excellent record of profitable growth through the recent introduction of the most comprehensive range of new trucks and engines in PACCAR’s history,” shared Mark Pigott. “I congratulate Ron on his promotion to chief executive officer and welcome him to the Board.”
A long-time industry leader, Ron Armstrong, age 58, has achieved an excellent record of delivering growth in revenue and profits in addition to enhancing the company’s outstanding customer satisfaction and market share. Mr. Armstrong has been with PACCAR for twenty years. Prior to PACCAR, he was a senior manager with Ernst & Young where he worked for sixteen years. Ron earned a BS degree in Accounting from the University of Central Oklahoma and is a CPA.
“This year, PACCAR is celebrating its 108th year and the company is the quality and innovation leader in its industry. PACCAR sells its Kenworth, Peterbilt, and DAF trucks in over 100 countries,” said Ron Armstrong. “PACCAR is a technology company that has delivered an outstanding record of leadership and financial performance in commercial vehicles, as well as in the company’s aftermarket parts and financial services businesses. I am grateful to Mark and the board for the privilege to lead PACCAR and our 22,000 employees in our goal of delivering profitable growth and excellent shareholder returns. On behalf of all PACCAR employees, I would like to thank Mark for his 17 years of outstanding leadership and strategic vision as PACCAR’s chief executive officer.”
Mr. Pigott’s 35 years with PACCAR has seen the company develop into a global technology industry leader. During his tenure as CEO, PACCAR has generated a shareholder return of over 1,350% and the company has achieved many records, including net income, shareholder equity, revenues, new product introductions and market share.
PACCAR is a global technology leader in the design, manufacture and customer support of high-quality light-, medium- and heavy-duty trucks under the Kenworth, Peterbilt and DAF nameplates. PACCAR also designs and manufactures advanced diesel engines and provides financial services and information technology and distributes truck parts related to its principal business.