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): April 1, 2021

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 Registrant’s principal executive offices)	(Zip Code)

(830) 379-1480

Registrant's telephone number, including area code:

Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, par value $.10 per share	ALG	New York Stock Exchange

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 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. ☐ 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 29, 2021, the Board of Directors of Alamo Group Inc. (the “Company”) appointed Mr. Jeffery A. Leonard to the position of President and Chief Executive Officer, effective May 31, 2021, to succeed Ronald A. Robinson who is retiring as President and Chief Executive Officer, as previously announced. The Company’s press release announcing Mr. Leonard's appointment is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference in its entirety.

Mr. Leonard joined Alamo Group in September 2011 as Executive Vice President in charge of the Company's Industrial Division. Mr. Leonard previously was Senior Vice President of Metso Minerals Industries Inc., a supplier of technology and services for mining, construction, power generation, automation, recycling, and pulp and paper industries.

On March 29, 2021, following review of market data and other information provided by the Committee’s independent compensation consultant, the Board approved, upon recommendation of the Compensation Committee, a new compensatory arrangement for Mr. Leonard.

Effective May 31, 2021, Mr. Leonard’s annual base salary will increase to $750,000, his short-term annual incentive plan target will increase to 100% of base salary and he will receive a long-term equity incentive award with a value of $641,667, half of which will be in the form of a restricted stock award vesting ratably over a period of 3 years and the other half of which will be in the form of a performance share unit award that vests (if at all) on the basis of meeting certain long-term performance goals over the 3 year period beginning on January 1, 2021 and ending on December 31, 2023. In addition, the Committee approved an amendment to Mr. Leonard’s Change in Control Agreement, effective May 31, 2021, increasing his severance factor from 2 times annual base salary plus the annual target cash bonus to 3 times such amount.

As previously announced, Mr. Robinson will remain with the Company in a non-executive capacity as strategic advisor until August 1, 2021 and his compensation will remain at its current levels until his employment with the Company comes to an end on such date. In addition, Mr. Robinson will remain as a member of the Company's Board of Directors.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

The following exhibits are being furnished with this Current Report on Form 8-K:

Exhibit No.	Description
99.1	Press release dated April 1, 2021
104	Cover Page Interactive Data File - the cover page XBRL tags are 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.

 

April 1, 2021	By:  /s/ Edward T. Rizzuti
	Edward T. Rizzuti
	Vice President, General Counsel & Secretary

EX-99.1

	For:	Alamo Group Inc.
	Contact:	Dan E. Malone
		Executive Vice President & CFO
		830-372-9581
		Financial Relations Board
		Joe Calabrese
		212-827-3772

ALAMO GROUP INC. ANNOUNCES CEO SUCCESSION PLAN

SEGUIN, Texas, April 1, 2021 -- Alamo Group Inc. (NYSE: ALG) today announced that Jeffery A. Leonard will succeed Ronald A. Robinson as President and Chief Executive Officer of the Company, effective May 31, 2021.Mr. Leonard has been with Alamo Group since September, 2011 and is currently serving as the Executive Vice-President of the Company’s Industrial Division. Mr. Robinson will continue as an employee of the Company to assist in the transition until August 1, 2021, and thereafter will remain as a member of the Company’s Board of Directors.

On behalf of the Board of Directors, Roderick R. Baty, Alamo Group’s Chairman said “Jeff Leonard’s promotion to President and CEO is the culmination of the Board’s careful CEO succession planning process.Jeff is a talented executive and a strong leader who has been very successful in leading the Company’s Industrial Division since he joined Alamo Group in 2011.With his mix of experience and strategic vision, we are confident that Jeff is the right person to lead the Company in its next phase of growth and development.We look forward to working with Jeff and the rest of the management team to ensure a seamless transition.”

Mr. Robinson added, “Jeff and I have worked together for 10 years.He is ready to take on this leadership assignment and I am confident in his ability to guide the Company going forward.”

“I am honored to succeed Ron and I look forward to leading Alamo Group and its dedicated team of employees during such an important time for the Company,” said Mr. Leonard.“I would like to offer my sincere thanks to Ron for his leadership during his tenure as CEO and for his valuable advice to me over the past several years.I see a very bright future ahead for Alamo Group and I am excited about the prospect of our global Alamo Group team creating an even stronger company while delivering long-term sustainable growth and profitability for our stockholders.”

About Alamo Group

Alamo Group is a leader in the design, manufacture, distribution and service of high quality equipment for infrastructure maintenance, agriculture and other applications. Our products include truck and tractor mounted mowing and other vegetation maintenance equipment, street sweepers, snow removal equipment, excavators, vacuum trucks, other industrial equipment, agricultural implements, forestry equipment and related after-market parts and services. The Company, founded in 1969, has approximately 3,990 employees and operates 27 plants in North America, Europe, Australia and Brazil as of December 31, 2020.The corporate offices of Alamo Group Inc. are located in Seguin, Texas.

Forward Looking Statements

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: overall market demand, continuing impacts from the COVID-19 pandemic including ongoing and new supply chain disruptions, further reductions in customer demand, sales and profitability declines, operational disruptions, full or partial facility closures, and other similar impacts, 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.

XML

Cover	Apr. 01, 2021
Cover [Abstract]
Document Type	8-K
Document Period End Date	Apr. 01, 2021
Entity Registrant Name	Alamo Group Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	0-21220
Entity Tax Identification Number	74-1621248
Entity Address, Address Line One	1627 E. Walnut
Entity Address, City or Town	Seguin
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	78155
City Area Code	830
Local Phone Number	379-1480
Title of 12(b) Security	Common Stock, par value$.10 per share
Trading Symbol	ALG
Security Exchange Name	NYSE
Entity Central Index Key	0000897077
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Flag	false