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

September 22, 2015

Date of Report (Date of earliest event reported)

 

 

ENERSYS

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-32253   23-3058564

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Ident. No.)

 

2366 Bernville Road, Reading, Pennsylvania   19605
(Address of principal executive offices)   (Zip Code)

(610) 208-1991

Registrant’s telephone number, including area code

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:

 

¨ 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))

 

 

 


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

On September 22, 2015, EnerSys announced that, effective (a) December 31, 2015, Richard W. Zuidema will retire as Executive Vice President of EnerSys, (b) January 1, 2016, Todd M. Sechrist will become Executive Vice President of EnerSys, (c) March 31, 2016, John D. Craig will retire as Chief Executive Officer of EnerSys and will continue as Non-Executive Chairman of the Board of Directors of EnerSys, and (d) April 1, 2016, David M. Shaffer will become President, Chief Executive Officer and Chief Operating Officer of EnerSys and be appointed to EnerSys’ board of directors. A copy of the press release related to these management changes is attached as Exhibit 99.1 to this Current Report on Form 8-K, is hereby incorporated herein and is made a part hereof.

Effective upon Mr. Shaffer’s appointment on April 1, 2016, his annual base salary will be increased to $800,000, and he will receive no compensation for his services as a member of EnerSys’ board of directors. Mr. Shaffer does not have an interest requiring disclosure under either Items 401(d) and 404(a) of Regulation S-K, and, except as disclosed in the previous sentence, information required under Items 401(b) and (e) of Regulation S-K and related to any material plan, contract or arrangement with respect to Mr. Shaffer is incorporated by reference to the information under the captions “Executive Officers” and “Executive Compensation” in EnerSys’ definitive proxy statement, filed with the Securities and Exchange Commission on June 25, 2015. EnerSys’ board of directors will determine the class into which Mr. Shaffer will be appointed and committee assignments, if any, at a subsequent board meeting.

In connection with Mr. Craig’s service as Non-Executive Chairman of the Board of Directors, he will receive an annual retainer of $200,000 and will be compensated for services as a director on the same basis as other non-employee directors of EnerSys, including, among other things, fees for attending board and committee meetings, eligibility to participate in the EnerSys Voluntary Deferred Compensation Plan for Non-Employee Directors and eligibility to receive other stock-based awards as may be approved from time to time by EnerSys’ board of directors.

In connection with Mr. Zuidema’s retirement, EnerSys and Mr. Zuidema intend to enter into a consulting agreement to provide certain transition services following his retirement.

Effective upon Mr. Sechrist’s appointment on January 1, 2016, his annual base salary will be increased to $475,000.

 

Item 7.01 Regulation FD Disclosure.

On September 22, 2015, EnerSys also announced that, effective January 1, 2016, Michael J. Schmidtlein will become Executive Vice President – Finance and Chief Financial Officer, and Holger P. Aschke will become President – Europe, Middle East and Africa. A copy of the press release related to these management changes is attached as Exhibit 99.1 to this Current Report on Form 8-K, is hereby incorporated herein and is made a part hereof.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits:

 

99.1 Press release, dated September 22, 2015, of EnerSys.


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.

 

    ENERSYS
Dated: September 22, 2015      
    By:  

/s/ Richard W. Zuidema

      Richard W. Zuidema
      Executive Vice President


EXHIBIT INDEX

 

Exhibit
Number

  

Description

99.1    Press release, dated September 22, 2015, of EnerSys


Exhibit 99.1

EnerSys Announces Organizational Changes

Reading, PA, USA, September 22, 2015 - EnerSys (NYSE: ENS) the world’s largest manufacturer, marketer and distributor of industrial batteries announced that John D. Craig, Chief Executive Officer will be retiring as Chief Executive Officer effective March 31, 2016. David M. Shaffer has been named President, Chief Executive Officer and Chief Operating Officer effective April 1, 2016. Mr. Shaffer will become a member of the board of directors of the Company on April 1, 2016.

Mr. Craig joined the Company’s predecessor in 1994 and was named Chairman, President and CEO in 2000 when he led the management buyout of the Company forming EnerSys. Since that time the Company’s revenue has grown from $400 million to $2.5 billion while completing 33 acquisitions. Mr. Craig will continue as non-executive chairman of the board of directors of EnerSys following his retirement.

Mr. Shaffer joined EnerSys in 2005 serving most recently as President and Chief Operating Officer since November 2014, prior to that he served as President of the Company’s Europe, Middle East & Africa (EMEA) business and as President of Asia prior to that. He has held positions with increasing responsibility in the battery industry since 1989. Mr. Shaffer holds a Master in Business Administration degree from Marquette University and a Bachelor of Science degree in Mechanical Engineering from the University of Illinois.

Richard W. Zuidema, Executive Vice President of the Company, has announced his retirement as of December 31, 2015. Todd M. Sechrist, President EMEA will assume the role of Executive Vice President effective January 1, 2016.

Mr. Zuidema joined the Company’s predecessor in 1998 and was a member of the group who completed the 2000 management buyout. He has been a significant contributor to the success of the Company and to assure a smooth transition he intends to assume a consulting role with the Company effective January 1, 2016.

Mr. Sechrist joined EnerSys’ predecessor company in 1993 and currently serves as President EMEA prior to that he served as President of the Company’s Americas business. He has held several positions with increasing responsibilities with the Company. Mr. Sechrist received his Master of Business Administration degree in Finance from St. Joseph’s University and a Bachelor of Science degree in Finance from Pennsylvania State University.

Holger P. Aschke, Vice President Reserve Power Sales and Marketing for EMEA, has been appointed President EMEA effective January 1, 2016 replacing Mr. Sechrist. Mr. Aschke joined a predecessor company in 1996 and has held a wide range of operational and sales roles in the Company’s EMEA business.

Also effective January 1, 2016, Michael J. Schmidtlein will be appointed Executive Vice President Finance and Chief Financial Officer. Mr. Schmidtlein has served as Senior Vice President Finance and Chief Financial Officer since 2010, having previously been Vice President Finance and Chief Financial Officer.


EDITOR’S NOTE:

EnerSys, the global leader in stored energy solutions for industrial applications, manufactures and distributes reserve power and motive power batteries, battery chargers, power equipment, battery accessories and outdoor equipment enclosure solutions to customers worldwide. Motive power batteries and chargers are utilized in electric forklift trucks and other commercial electric powered vehicles. Reserve power batteries are used in the telecommunication and utility industries, uninterruptible power supplies, and numerous applications requiring stored energy solutions including medical, aerospace and defense systems. Outdoor equipment shelter products are utilized in the telecommunication, cable, utility, transportation industries and by government and defense customers. The company also provides aftermarket and customer support services to its customers from over 100 countries through its sales and manufacturing locations around the world.

For more information contact:

Richard Zuidema, Executive Vice President, EnerSys, 2366 Bernville Road, Reading, PA, 19605, USA, Tel: 800-538-3627

Website: http://www.enersys.com

Caution Concerning Forward-Looking Statements

Although EnerSys does not make forward-looking statements unless it believes it has a reasonable basis for doing so, EnerSys cannot guarantee their accuracy. The foregoing factors, among others, could cause actual results to differ materially from those described in these forward-looking statements. For a list of other factors which could affect EnerSys’ results, including earnings estimates, see EnerSys’ filings with the Securities and Exchange Commission, including “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations,” including “Forward-Looking Statements,” set forth in the Company’s Quarterly Report on Form 10-Q for the period ended June 28, 2015. No undue reliance should be placed on any forward-looking statements.

Enersys (NYSE:ENS)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Enersys Charts.
Enersys (NYSE:ENS)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Enersys Charts.