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): November 17, 2014
LINDSAY CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware |
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1-13419 |
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47-0554096 |
(State
of Incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification Number) |
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2222 North 111th Street |
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Omaha, Nebraska |
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68164 |
(Address of principal executive offices) |
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(Zip Code) |
(402) 829-6800
(Registrants telephone number, including area code)
Not applicable
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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.
On November 17,
2014, the Board of Directors of Lindsay Corporation (the Company) increased the size of the Board from eight to nine directors and appointed David B. Rayburn to the Board effective November 17, 2014. Mr. Rayburn was also
appointed to serve on the Audit Committee. Mr. Rayburn is a member of the class of directors with a term expiring at the Companys annual meeting of stockholders to be held in 2017. Mr. Rayburn will receive compensation for serving as
a director consistent with the description of compensation of non-employee directors contained in the Companys proxy statement under the heading Compensation of Directors.
A copy of the Companys press release announcing the appointment of Mr. Rayburn to the Board of Directors is furnished herewith as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
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99.1 |
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Press Release, dated November 17, 2014, issued by the Company. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
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Dated: November 17, 2014 |
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LINDSAY CORPORATION |
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By: |
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/s/ Jim Raabe |
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Vice President and Chief Financial Officer |
EXHIBIT 99.1
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2222 NO. 111TH ST. OMAHA, NE 68164 TEL: 402-829-6800 FAX: 402-829-6836 |
For further information, contact:
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LINDSAY CORPORATION: |
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HALLIBURTON INVESTOR RELATIONS: |
Jim Raabe |
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Hala Elsherbini or Geralyn DeBusk |
Vice President & Chief Financial Officer |
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972-458-8000 |
402-827-6579 |
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Lindsay Corporation Appoints Rayburn to Board of Directors
OMAHA, NEB., November 17, 2014Lindsay Corporation (NYSE: LNN), a leading provider of irrigation systems and infrastructure products, announced
today that David B. Rayburn has been appointed to its board of directors for a term which will expire in 2017.
Rayburn, 66, has nearly 40 years of
management and manufacturing experience. He is the retired President, CEO and Board Member of Modine Manufacturing (NYSE: MOD), a global manufacturer and marketer of heat exchange systems to OEM and aftermarket customers in the automotive,
commercial and building products markets. He served in those roles from 2003 to 2008 and previously held the positions of COO, Executive VP of the Original Equipment Group, VP of the Highway Group and General Manager of the Automotive, Heavy Duty
and Industrial Groups dating back to 1991. Prior to Modine, he worked at Rockwell International from 1970 to 1991 and held various positions including Director of Manufacturing, Plant Manager, Manufacturing Engineer, Plant Superintendent,
Cost & Budget Supervisor and Process Engineer.
Rayburn currently serves as a director of Twin Disc (NASDAQ: TWIN) a manufacturer of power
transmission systems for the marine, energy, and government markets, and chairs the Nominating and Governance Committee. He received a Bachelor of Science in Industrial Engineering from Pennsylvania State University and a Masters Degree in
Business Administration from Xavier University.
Lindsays Corporate Governance & Nominating Committee, in consultation with the full
Board, developed a detailed set of skills and attributes it sought in a new director and retained a national search firm to assist it with identifying and evaluating candidates. We are very pleased to have selected Dave from this process, said
Michael N. Christodolou, Lindsays chairman. His strong background in manufacturing, international markets and acquisitions, combined with his corporate governance experiences serving on public company boards, will allow him to make
significant contributions to Lindsays continued success.
About the Company
Lindsay manufactures and markets irrigation equipment primarily used in agricultural markets which increase or stabilize crop production while conserving
water, energy, and labor. The Company also manufactures and markets infrastructure and road safety products under the Lindsay Transportation Solutions trade name. At October 10, 2014 Lindsay had approximately 12.2 million shares
outstanding, which are traded on the New York Stock Exchange under the symbol LNN.
For more information regarding Lindsay Corporation, see the
Companys Web site at www.lindsay.com.
Concerning Forward-looking Statements
This release contains forward-looking statements that are subject to risks and uncertainties and which reflect managements current beliefs and
estimates of future economic circumstances, industry conditions, company performance and financial results. You can find a discussion of many of these risks and uncertainties in the annual, quarterly and current reports that the Company files with
the Securities and Exchange Commission. Forward-looking
statements include information concerning possible or assumed future results of operations of the Company and those statements preceded by, followed by or including the words
anticipate, estimate, believe, intend, expect, outlook, could, may, should, will, or similar expressions. For these statements,
the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The Company undertakes no obligation to update any forward-looking information contained in this
press release.
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