8-K

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):    December 6, 2019

_______________________

              Regal Beloit Corporation             

(Exact name of registrant as specified in its charter)

Wisconsin	1-7283	39-0875718
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

          200 State Street, Beloit, Wisconsin 53511-6254           

(Address of Principal Executive Offices, Including Zip Code)

Registrant's Telephone Number: (608) 364-8800

_______________________

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ☐

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Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class	Trading symbol	Name of each exchange on which registered
Common Stock	RBC	New York Stock Exchange

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)    On December 6, 2019, the Board of Directors (the “Board”) of Regal Beloit Corporation (the “Company”) elected Michael F. Hilton, age 65, to serve on the Board, effective immediately, as a director with an initial term continuing until the 2020 annual meeting of shareholders.

In connection with Mr. Hilton’s election, the Board by resolution increased its size from ten directors to eleven directors, with Mr. Hilton’s election filling the resulting vacancy.

Mr. Hilton recently retired from his role as President and Chief Executive Officer with Nordson Corporation. He had been in that role since 2010. Before joining Nordson, he was Senior Vice President and General Manager, Electronics and Performance Materials with Air Products and Chemicals, Inc. from 2007 to 2010. Prior to that, he spent over 30 years with Air Products and Chemicals in various roles of increasing responsibility. Mr. Hilton holds a Master of Business Administration degree and a Bachelor of Science in Chemical Engineering degree from Lehigh University. He currently serves as a director of Lincoln Electric Holdings, Inc. and Ryder System, Inc. He will be departing the Nordson Corporation board at the end of 2019.

The Board has determined that Mr. Hilton is independent under the listing standards of the New York Stock Exchange and the Company’s criteria for determining director independence.

As a non-employee director, Mr. Hilton will be compensated in accordance with the Company’s compensation policies for non-employee directors, which are as described in the Company’s proxy statement filed with the Securities and Exchange Commission.

There are no arrangements between Mr. Hilton and any other person pursuant to which Mr. Hilton was elected to serve as a director, nor are there any transactions in which the Company is a participant in which Mr. Hilton has a material interest requiring disclosure pursuant to Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended.

The Company’s press release issued on December 9, 2019 announcing Mr. Hilton’s election to the Board is filed herewith as Exhibit 99.1 and incorporated herein by reference.

Item 9.01.    Financial Statements and Exhibits.

(a) Not Applicable

(b) Not Applicable

(c) Not Applicable

(d) Exhibits. The following exhibits are being furnished herewith:

Exhibit Index

Exhibit Number	Exhibit Description
99.1	News Release of Regal Beloit Corporation dated December 9, 2019
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.

REGAL BELOIT CORPORATION

Date: December 10, 2019          By: /s/ Thomas E. Valentyn                

Thomas E. Valentyn

Vice President, General Counsel and Secretary

EX-99.1

FOR RELEASE ON: December 9, 2019
CONTACT:	Robert Cherry, VP – Business Development & Investor Relations 608.361.7530 robert.cherry@regalbeloit.com

Michael Hilton Joins Regal Board of Directors

BELOIT, WI - Regal Beloit Corporation (NYSE: RBC) announced today that Mr. Michael F. Hilton has joined the Company’s Board of Directors. His initial term on the board will continue until the 2020 annual shareholders meeting. Additionally, the Company announced an increase in the size of the board from ten to eleven directors.

Mr. Hilton recently retired from his role as President and Chief Executive Officer with Nordson Corporation. He had been in that role since 2010. Before joining Nordson, he was Senior Vice President and General Manager, Electronics and Performance Materials with Air Products and Chemicals, Inc. from 2007 to 2010. Prior to that, he spent over 30 years with Air Products and Chemicals in various roles of increasing responsibility. Mr. Hilton holds a Master of Business Administration degree and a Bachelor of Science in Chemical Engineering degree from Lehigh University. He currently serves as a director of Lincoln Electric Holdings, Inc. and Ryder System, Inc. He will be departing the Nordson Corporation board at the end of 2019.

“Mike is a transformational leader who drove an extended period of profitable growth at Nordson. Mike brings a great wealth of experience to the Regal board. He has a solid track record of driving continuous improvement in all areas of the business,” said Regal Board Chairman, Rakesh Sachdev. Chief Executive Officer, Louis Pinkham added, “Mike’s focus on growth through innovative products, emerging markets and strategic acquisitions will make him an ideal fit for our organization and strengthen our board."

“I look forward to joining the Regal team and having an opportunity to leverage my experience to help Regal deliver shareholder value," said Mr. Hilton.

Regal Beloit Corporation (NYSE: RBC) is a global leader in the engineering and manufacturing of electric motors and controls, power generation products and power transmission serving customers throughout the world. We create a better tomorrow by developing and responsibly producing energy-efficient products and systems.

Our company is comprised of three operating segments: Commercial and Industrial Systems, Climate Solutions and Power Transmission Solutions. Regal is headquartered in Beloit, Wisconsin and has manufacturing, sales and service facilities worldwide. For more information, visit RegalBeloit.com.

XML

Cover Page Document	Dec. 06, 2019
Cover page.
Title of 12(b) Security	Common Stock
Entity Incorporation, State or Country Code	WI
Entity Central Index Key	0000082811
Document Type	8-K
Amendment Flag	false
Entity File Number	1-7283
Entity Tax Identification Number	39-0875718
Trading Symbol	RBC
Security Exchange Name	NYSE
Document Period End Date	Dec. 06, 2019
Entity Registrant Name	Regal Beloit Corp
Entity Address, Address Line One	200 State Street
Entity Address, City or Town	Beloit
Entity Address, State or Province	WI
Entity Address, Postal Zip Code	53511-6254
City Area Code	608
Local Phone Number	364-8800
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false