0000897077-11-000024.txt : 20110808 0000897077-11-000024.hdr.sgml : 20110808 20110808154032 ACCESSION NUMBER: 0000897077-11-000024 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110803 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110808 DATE AS OF CHANGE: 20110808 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALAMO GROUP INC CENTRAL INDEX KEY: 0000897077 STANDARD INDUSTRIAL CLASSIFICATION: FARM MACHINERY & EQUIPMENT [3523] IRS NUMBER: 741621248 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13854 FILM NUMBER: 111017025 BUSINESS ADDRESS: STREET 1: 1627 E WALNUT CITY: SEGUIN STATE: TX ZIP: 78155 BUSINESS PHONE: 8303791480 MAIL ADDRESS: STREET 1: P.O. BOX 549 STREET 2: 1627 EAST WALNUT CITY: SEGUIN STATE: TX ZIP: 78155 8-K 1 alg-8k.htm ALG-8K


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): August 3, 2011
 
Alamo Group Inc.
(Exact name of registrant as specified in its charter)
 
State of Delaware
0-21220
74-1621248
(State or other jurisdiction of incorporation)
(Commission File No.)
(IRS Employer Identification No.)
 
 
1627 E. Walnut Seguin, Texas 78155
(Address of Principal executive offices)
 
Registrant's telephone number, including area code:
(830) 379-1480
 
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:
 
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 Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On August 3, 2011, the Board of Directors (the “Board”) of Alamo Group Inc. (the “Company”) increased the number of members of the Board from 6 to 7 and elected Roderick R. Baty to the Board, effective immediately. The Board determined that Mr. Baty is independent in accordance with the director independence standards established under the Company's Corporate Governance Policies. Mr. Baty has been appointed to the Audit Committee and the Nominating/Corporate Governance Committee, replacing James B. Skaggs on both committees.
Mr. Baty will receive compensation as a non-employee director in accordance with the Company's non-employee director compensation practices described in the Company's annual Proxy Statement filed with the Securities and Exchange Commission on March 21, 2011.

The Company's press release announcing Mr. Baty's election to the Board is attached as Exhibit 99.1 and to this Current Report on Form 8-K and is incorporated by reference in its entirety.

Item 9.01    Financial Statements and Exhibits
Exhibit 99.1 - Press Release dated August 3, 2011.





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.
 
August 8, 2011
By:  /s/ Robert H. George              
 
Robert H. George,
 
Vice President-Administration
 
 
 
 





EXHIBIT INDEX
 
Exhibit No.
Description
 
99.1
Press release


EX-99.1 2 alg-ex991.htm ALG-EX99.1
 
For:
Alamo Group Inc.
 
 
                                                                             
 
Contact:
Robert H. George
 
 
Vice President
 
 
830-372-9621
For Immediate Release
 
 
 
 
FD
 
 
Eric Boyriven/Alexandra Tramont
 
 
212-850-5600

ALAMO GROUP INC ANNOUNCES THE APPOINTMENT OF NEW BOARD MEMBER
 
SEGUIN, Texas, August 3, 2011 -- Alamo Group Inc. (NYSE: ALG) Board of Directors are pleased to announce the appointment of Roderick (Rock) R. Baty to the Board as a new independent director. Mr. Baty fills the vacancy on the Board created by the retirement of Donald J. Douglass in May of this year.

Mr. Baty, 57, is Chairman and Chief Executive Officer of NN, Inc. (NASDAQ: NNBR). He joined the company in 1995 as Vice President of Sales and Marketing/Chief Financial Officer and was elected to the Board of Directors. In 1997 he was named President and Chief Executive Officer and elected Chairman of the Board in 2001. NN, Inc., based in Johnson City, Tennessee, is a global manufacturer offering a comprehensive product line of high-quality precision bearing components, industrial plastic and rubber products and precision metal components to a variety of markets, including the automotive industry, original equipment manufacturers, HVAC, heavy equipment and many other markets.

Jim Skaggs, Chairman of the Board said, “We are delighted to have Rock join the Alamo Group Board of Directors. He brings a wealth of experience in working with manufacturing companies like ours, and we believe he will make significant contributions to the Board and the Company as we move forward.”

Alamo Group is a leader in the design, manufacture, distribution and service of high quality equipment for right-of-way maintenance and agriculture. Our products include tractor mounted mowing and other vegetation maintenance equipment, excavators, street sweepers, vacuum trucks, snow removal equipment, pothole patchers, agricultural implements and related after-market parts and services. The Company, founded in 1969, has approximately 2,390 employees and operates eighteen plants in North America, Europe and Australia as of June 30, 2011. The corporate offices of Alamo Group Inc. are located in Seguin, Texas and the headquarters for the Company's European operations are located in Salford Priors, England. The company website address is www.alamo-group.com.






PAGE 2

ALAMO GROUP INC ANNOUNCES THE ELECTION OF NEW BOARD MEMBER


This release contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause the Company's actual results in future periods to differ materially from forecasted results. Among those factors which could cause actual results to differ materially are the following: market demand, competition, weather, seasonality, currency-related issues, and other risk factors listed from time to time in the Company's SEC reports. The Company does not undertake any obligation to update the information contained herein, which speaks only as of this date.

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