-----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, Fq8x/Sq9x6U/i8s1gFK9zwJnf1sulub+vnLj9t7kPIrJ4V0oIgyOMLOj0417oT4k ruClGyVUVHQDgxBCzGJDLA== 0001104659-07-000279.txt : 20070103 0001104659-07-000279.hdr.sgml : 20070101 20070103133559 ACCESSION NUMBER: 0001104659-07-000279 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070102 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070103 DATE AS OF CHANGE: 20070103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACCURIDE CORP CENTRAL INDEX KEY: 0000817979 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 611109077 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32483 FILM NUMBER: 07502989 BUSINESS ADDRESS: STREET 1: ACCURIDE STREET 2: 7140 OFFICE CIRCLE CITY: EVANSVILLE STATE: IN ZIP: 47715 BUSINESS PHONE: 8129625000 8-K 1 a07-1020_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

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): January 2, 2007

ACCURIDE CORPORATION
(Exact Name of Registrant as Specified in Charter)

Delaware

 

001-32483

 

61-1109077

(State or Other Jurisdiction

 

(Commission

 

(IRS Employer

of Incorporation)

 

File Number)

 

Identification No.)

 

 

 

 

 

7140 Office Circle, Evansville, IN

 

47715

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code (812) 962-5000

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. below):

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 Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

(c)           On January 2, 2007, Accuride Corporation (“Accuride”) issued a press release announcing the following promotions and changes in the titles of its existing executive management team:

Terrence J. Keating

 

Chief Executive Officer and Chairman of the Board

 

 

 

John Murphy

 

President and Chief Operating Officer

 

 

 

David Armstrong

 

Senior Vice President / Chief Financial Officer and General Counsel, Corporate Secretary and Corporate Treasurer

 

 

 

Anthony Donatelli

 

Senior Vice President / Imperial Group and Bostrom Seating

 

 

 

Elizabeth I. Hamme

 

Senior Vice President / Human Resources

 

 

 

Robert L. Nida

 

Senior Vice President / Gunite and Brillion Iron Works

 

 

 

Henry L. Taylor

 

Senior Vice President / Sales and Marketing

 

Background information as to each of the above named officers is contained on pages 14 and 15 of Accuride’s 2006 Proxy Statement, filed with the Securities and Exchange Commission on April 18, 2006, and such background information is incorporated by reference herein.

In addition, Accuride announced that James H. Greene, Jr. will now serve as Accuride’s Lead Independent Director.  Mr. Greeene previously served as the Chairman of Accuride’s Board of Directors.  As the Lead Independent Director, Mr. Greene’s duties will include serving as a member of the Nominating and Corporate Governance Committee and the Compensation Committee, meeting with the Chair of the Compensation Committee and the Chief Executive Officer to convey the results of the Chief Executive Officer’s annual performance evaluations, coordinating the activities of the non-management Directors, coordinating the agenda for and chairing sessions of the Board’s non-management Directors and facilitating communications between the non-management Directors and the other members of the Board and the management of the Company.

A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01               EXHIBITS

(d)           Exhibits

99.1                           Press Release of Accuride Corporation, dated January 2, 2007.

99.2                           Pages 14 and 15 of Accuride Corporation’s Proxy Statement relating to its 2006 Annual Meeting of Stockholders, previously filed with the SEC on April 18, 2006 and incorporated herein by reference.

2




 

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.

ACCURIDE CORPORATION

 

 

Date: January 3, 2007

/s/ John R. Murphy

 

John R. Murphy

 

President — Chief Operating Officer

 

3



EX-99.1 2 a07-1020_1ex99d1.htm EX-99

 

Exhibit 99.1

Accuride Corporation Announces Chairman of the Board and Executive Management Appointments

EVANSVILLE, Ind. - January 2, 2007 - Today, Accuride Corporation (NYSE:  ACW) announced Chairman of the Board and executive management appointments.  The changes are effective immediately.

·                  Terrence J. Keating, Accuride’s current Chief Executive Officer and member of the Board of Directors has been named Chairman of the Board and will continue as the Company’s CEO.  Mr. Keating succeeds James H. Greene, Jr., as Chairman.  Mr. Greene will remain on the Board as the Lead Independent Director.

·                  John R. Murphy, currently Accuride’s President and Chief Financial Officer, will assume responsibilities of Chief Operating Officer and continue as President.

·                  David K. Armstrong, Accuride’s current Senior Vice President / Finance and General Counsel, has been named Senior Vice President / Chief Financial Officer and will continue as General Counsel.

·                  Stephen A. Martin has been named Vice President / Corporate Counsel.  Mr. Martin previously served as Accuride’s Associate General Counsel.

“Today’s appointments reflect a logical progression of Accuride’s executive management team,” said Mr. Greene, Member, KKR, LLC, the general partner of Kohlberg Kravis Roberts & Co., and outgoing Chairman of Accuride’s Board.  “The changes in senior leadership accountabilities allow for the continued pursuit of Accuride’s strategic business initiatives, and are in support of the seamless succession planning at the Company.”

As a result of the appointments, Armstrong and Murphy will both report directly to Keating.

“As Chairman of the Board and CEO of Accuride, I will continue to drive Accuride’s strategic plan calling for further optimization of our facilities and pursuit of global expansion,” said Mr. Keating.  “The new assignments of our key leaders will allow for intensified focus on these business initiatives, while strengthening the versatility of our topside management team.”

Accuride Corporation is one of the largest and most diversified manufacturers and suppliers of commercial vehicle components in North America.  Accuride’s products include commercial vehicle wheels, wheel-end components and assemblies, truck body and chassis parts, seating assemblies and other commercial vehicle components.  Accuride’s products are marketed under its brand names, which include Accuride, Gunite, Imperial, Bostrom, Fabco, and Brillion.  For more information, visit Accuride’s website at http://accuridecorp.com.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 for Accuride Corporation:  All comments relating to any future period are forward-looking statements, subject to uncertainties and risk that could cause actual results to vary materially from what is suggested here.  These statements are subject to risks and uncertainties, including without limitation, the general market conditions, the performance of the Company’s business and other risks detailed from time-to-time in Accuride’s filings and reports with the Securities and Exchange Commission.

 



-----END PRIVACY-ENHANCED MESSAGE-----