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) |
March 19, 2013 |
PATRICK INDUSTRIES, INC. | |
(Exact name of registrant as specified in its charter) |
Indiana |
000-03922 |
35-1057796 |
(State or other jurisdiction |
(Commission |
(IRS Employer |
107 West Franklin, P.O. Box 638, Elkhart, Indiana |
46515 |
(Address of Principal Executive Offices) |
(Zip Code) |
Registrants Telephone Number, including area code |
(574) 294-7511 |
(Former name or former address if changed since last report) |
[ ] 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 March 19, 2013, Michael A. Kitson was appointed to the Board of Directors (the Board) of Patrick Industries, Inc. (the Company). Mr. Kitson was appointed to fill a newly-created position on the Board and will serve for a term expiring at the 2013 Annual Meeting of Shareholders or until a successor is duly elected and qualified. In addition, Mr. Kitson was appointed to serve as a member of the Corporate Governance and Nominations Committee, the Audit Committee, and the Compensation Committee. Mr. Kitson will be compensated for his services as a director or committee member on the same basis as the Companys other independent directors.
Mr. Kitson is the Chief Executive Officer of Nautic Global Group, a major manufacturer of recreational boats. Prior to being named CEO in March 2011, Mr. Kitson was the CFO of Nautic from August 2010 to March 2011, the President and CEO of Utilimaster Corporation from 2007 to 2010, and Utilimasters CFO from 1999 to 2007.
On March 19, 2013, the Company issued a press release announcing the appointment. A copy of the press release is furnished herewith as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
|
(d) |
Exhibit |
Exhibit 99.1 - Press Release issued March 19, 2013.
SIGNATURE
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.
PATRICK INDUSTRIES, INC. | ||
(Registrant) | ||
Date: March 22, 2013 |
By: |
/s/ Andy L. Nemeth |
Andy L. Nemeth | ||
Executive Vice President Finance and | ||
Chief Financial Officer |
Exhibit 99.1
For Immediate Release
Patrick Industries, Inc. Appoints Michael Kitson to its Board of Directors
ELKHART, IN March 19, 2013 Patrick Industries, Inc. (NASDAQ: PATK), a major manufacturer and distributor of building and component products for the recreational vehicle, manufactured housing and industrial markets, announced today the appointment of Michael A. Kitson to its Board of Directors (the Board).
Mr. Kitson, 54, is the Chief Executive Officer of Nautic Global Group, a major manufacturer of recreational boats. Prior to being named CEO in March 2011, Mr. Kitson was the CFO of Nautic from August 2010 to March 2011, the President and CEO of Utilimaster Corporation from 2007 to 2010, and Utilimasters CFO from 1999 to 2007.
We are pleased to welcome Mike to our Board, and are confident that his leadership, experience, passion, and enthusiasm will be an asset to Patrick as we execute on our strategic plan and continue to focus on increasing shareholder value, said Todd Cleveland, President and Chief Executive Officer.
About Patrick Industries
Patrick Industries, Inc. (www.patrickind.com) is a major manufacturer of component products and distributor of building products serving the recreational vehicle, manufactured housing, kitchen cabinet, household furniture, fixtures and commercial furnishings, marine, and other industrial markets and operates coast-to-coast through locations in 11 states. Patricks major manufactured products include decorative vinyl and paper laminated panels, countertops, wrapped profile mouldings, slide out trim and fascia, cabinet doors and components, hardwood furniture, interior passage doors, exterior graphics, and slotwall panels and components. The Company also distributes drywall and drywall finishing products, electronics, wiring, electrical and plumbing products, cement siding, interior passage doors, roofing products, laminate and ceramic flooring, shower doors, furniture, fireplaces and surrounds, interior and exterior lighting products, and other miscellaneous products.
Forward-Looking Statements
This press release contains certain statements related to future results, or states our intentions, beliefs and expectations or predictions for the future, which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from either historical or anticipated results depending on a variety of factors. Potential factors that could impact results include: the impact of any economic downturns especially in the residential housing market, pricing pressures due to competition, costs and availability of raw materials, availability of commercial credit, availability of retail and wholesale financing for residential and manufactured homes, availability and costs of labor, inventory levels of retailers and manufacturers, levels of repossessed residential and manufactured homes, the financial condition of our customers, retention and concentration of significant customers, the ability to generate cash flow or obtain financing to fund growth, future growth rates in the Companys core businesses, the ability to effectively manage the costs and the implementation of the new enterprise resource management system, the successful integration of recent acquisitions, stock price fluctuations, interest rates, oil and gasoline prices, the outcome of litigation, adverse weather conditions impacting retail sales, and our ability to remain in compliance with our credit agreement covenants. In addition, national and regional economic conditions and consumer confidence may affect the retail sale of recreational vehicles and residential and manufactured homes. The Company does not undertake to update forward-looking statements, except as required by law. Further information regarding these and other risks, uncertainties and factors is contained in the section entitled Risk Factors in the Companys Annual Report on Form 10-K for the year ended December 31, 2011, and in the Company's Form 10-Qs for subsequent quarterly periods, which are filed with the Securities and Exchange Commission (SEC) and are available on the SECs website at www.sec.gov.
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Contact:
Julie Ann Kotowski
Patrick Industries, Inc.
574-294-7511 / kotowskj@patrickind.com
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