-----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, N3i6X5MBBPPToJpHYaaaydo0BMkLlNSYv4FcrucYtRZm6Llkao+NYSBznXvQkVy0 YaDRx95RbaRo+4/JW4/nfg== 0000950124-07-000173.txt : 20070108 0000950124-07-000173.hdr.sgml : 20070108 20070108160222 ACCESSION NUMBER: 0000950124-07-000173 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061231 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: 20070108 DATE AS OF CHANGE: 20070108 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUPERIOR INDUSTRIES INTERNATIONAL INC CENTRAL INDEX KEY: 0000095552 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 952594729 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06615 FILM NUMBER: 07517700 BUSINESS ADDRESS: STREET 1: 7800 WOODLEY AVE CITY: VAN NUYS STATE: CA ZIP: 91406 BUSINESS PHONE: 8187814973 MAIL ADDRESS: STREET 1: 7800 WOODLEY AVENUE CITY: VAN NUYS STATE: CA ZIP: 91406 8-K 1 v26309e8vk.htm FORM 8-K e8vk
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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 31, 2006
 
SUPERIOR INDUSTRIES INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in Its Charter)
 
         
California
(State or Other Jurisdiction
of Incorporation)
  1-6615
(Commission File Number)
  95-2594729
(IRS Employer
Identification No.)
         
7800 Woodley Avenue, Van Nuys, California
(Address of Principal Executive Offices)
  91406
(Zip Code)
Registrant’s Telephone Number, Including Area Code: ( 818) 781-4973
N/A
(Former Name or Former Address, if Changed Since Last Report)
     
 
    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))
 
 

 


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Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
Item 9.01 Financial Statements and Exhibits
SIGNATURES
EXHIBIT 99.1


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Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
(b) On January 4, 2007, Superior Industries International, Inc. (the “company”) announced the resignations of Raymond C. Brown and Jack H. Parkinson from the company’s Board of Directors effective December 31, 2006. Raymond C. Brown was a member of the Nominating and Corporate Governance Committee and Jack H. Parkinson was a member of the Audit, Compensation and Benefits, Nominating and Corporate Governance and Long-Range Financial Planning Committees.
(d) On January 4, 2007 the company announced the appointments of Margaret S. Dano and Francisco S. Uranga to the company’s Board of Directors, filling the positions vacated by the above resignations. Such appointments were effective on January 1, 2007. Most recently, Ms. Dano was Vice President, Worldwide Operations of Garrett Engine Boosting Systems, a division of Honeywell. Ms. Dano will succeed Mr. Parkinson on the company’s Audit and Corporate Governance Committees. Mr. Uranga is currently the Corporate Vice-President and Chief Business Operations Officer for Latin America at Taiwan-based Foxconn, the largest Electronic Manufacturing Services Company in the world. Mr. Uranga will succeed Mr. Brown on the Nominating and Corporate Governance Committee. Ms. Dano has been named to the Audit and Nominating and Governance Committees and Mr. Uranga has been named to the Nominating and Governance Committee. At the time of this filing the company does not believe Ms. Dano or Uranga will be appointed to any other committees.
Ms. Dano and Mr. Uranga will receive the same compensation and benefits made available to other non-employee directors of the company, as described in the company’s 2006 proxy statement and future proxy statements. During 2006, all non-employee directors of the company were each compensated $25,000 for services as directors and $1,000 for each Board meeting attended. In addition, they receive $1,000 for each committee meeting attended or $1,500 for each committee meeting chaired. These amounts are subject to change.
A copy of the press release on January 4, 2007 regarding the resignation and appointment of members to the company’s Board of Directors is attached as Exhibit 99.1 to this current report.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1   Press release dated January 4, 2007, issued by Superior Industries International, Inc., announcing the resignation and appointment of members to the company’s Board of Directors.

 


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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.
         
  SUPERIOR INDUSTRIES INTERNATIONAL, INC.
(Registrant)
 
 
Date: January 8, 2007
         
  /s/ R. Jeffrey Ornstein    
  R. Jeffrey Ornstein   
  Vice President and Chief Financial Officer   

 

EX-99.1 2 v26309exv99w1.htm EXHIBIT 99.1 exv99w1
 

         
EXHIBIT 99.1
Superior Industries Names
Margaret Dano and Francisco Uranga
to Its Board of Directors
     VAN NUYS, CALIFORNIA — January 04, 2007 — Superior Industries International, Inc. (NYSE:SUP) today announced the appointment of Margaret S. Dano and Francisco S. Uranga to the Company’s Board of Directors. Dano and Uranga succeed Raymond C. Brown, former Senior Vice President of Superior and a Board member since 1972, and Jack H. Parkinson, a Board member since 1983, who resigned from the Board effective on December 31, 2006. Ms. Dano also succeeds Mr. Parkinson on Superior’s Audit Committee.
     “On behalf of everyone at Superior, I want to thank Ray Brown and Jack Parkinson for their years of dedicated service to the company. We are pleased to welcome Margaret Dano and Francisco Uranga to our Board,” said Chairman Louis L. Borick.
     Margaret Dano, 47 years old, has served as a director of Fleetwood Enterprises, Inc., since September 2000, and currently serves on both the Audit Committee and the Governance and Nominating Committee. Ms. Dano was Vice President, Worldwide Operations of Garrett Engine Boosting Systems, a division of Honeywell International Inc., from June 2002 until her retirement from that position in 2005. She was Vice President, Supply Chain, Office Products of Avery Dennison Corporation from January 1999 to April 2002, and was Avery Dennison’s Vice President, Corporate Manufacturing and Engineering from 1997 to 1999. Previously, she was Vice President, Operations Accessories, North America, of Black & Decker Corporation, and served as a Program Manager, Product Manager and Plant Manager for General Electric Corporation for a five-year period in the early 1990s. Ms. Dano received a BSME in mechanical-electrical engineering from the General Motors Institute.
     Francisco Uranga, 43 years old, is currently Corporate Vice-President and Chief Business Operations Officer for Latin America at Taiwan-based Foxconn, the largest Electronic Manufacturing Services (EMS) Company in the world, where he is responsible for government relations, regulations, incentives, tax and duties, legal, customs, immigration and land and construction issues. From 1998 to 2004, he served as Secretary of Industrial Development for the state government of Chihuahua. Previously, Mr. Uranga was Deputy Chief of Staff and then Chief of Staff for Mexican Commerce and Trade Secretary Herminio Blanco, where he actively participated in implementing NAFTA and in negotiating key agreements with the Mexican government as part of the country’s trade liberalization. Earlier, Mr. Uranga was Sales and Marketing Manager for American Industries International Corporation. He earned a B.A. in Business Administration from the University of Texas at El Paso and a Diploma in English as a Second Language from Brigham Young University.
About Superior Industries
     Superior supplies aluminum wheels and other aluminum automotive components to Ford, General Motors, DaimlerChrysler, Audi, BMW, Isuzu, Jaguar, Land Rover, Mazda, MG Rover, Mitsubishi, Nissan, Subaru, Toyota, and Volkswagen. For additional information, visit www.supind.com.
Forward-Looking Statements
     This press release contains statements that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations, estimates and projections about the company’s business based, in part, on assumptions made by management. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors and risks discussed from time to time in the company’s Securities and Exchange Commission filings and reports. In addition, such statements could be affected by general industry and market conditions and growth rates, and general domestic and international economic conditions. Such forward-looking statements speak only as of the date on which they are made and the company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release.

 

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