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): January 27, 2020
REXNORD CORPORATION | ||
(Exact name of registrant as specified in its charter) |
Delaware | 001-35475 | 20-5197013 | ||||||||||||||||||
(State or Other Jurisdiction of Incorporation or Organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||||||||
511 W. Freshwater Way | 53204 | |||||||||||||||||||
Milwaukee, | Wisconsin | |||||||||||||||||||
(Address of Principal Executive Offices) | (Zip Code) |
(414) 643-3739
(Registrant's telephone number, including area code)
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))
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 $.01 par value | RXN | The New York Stock Exchange | ||||||
Depostary Shares, each representing a 1/20th interest in a share of 5.75% Series A Mandatory Convertible Preferred Stock, $.01 par value | RXN.PRA | A Form 25 was filed by the New York Stock Exchange with respect to these securities on November 15, 2019. |
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 8.01. Other Events.
On January 27, 2020, the Board of Directors of Rexnord Corporation (the “Company”) declared an initial quarterly cash dividend on the Company’s common stock of $0.08 per share to be paid on March 6, 2020, to stockholders of record as of February 21, 2020, which represents the first dividend on common stock that the Company has paid since its 2012 initial public offering.
The Company also announced that its Board of Directors approved increasing the Company’s existing share repurchase authority to $300.0 million of available capacity (the “Repurchase Program”). The Repurchase Program was originally approved in 2015. Common stock may be repurchased from time to time on the open market or in privately negotiated transactions. The Repurchase Program does not require the Company to acquire any particular amount of common stock and does not specify the timing of purchases or the prices to be paid; however, the Repurchase Program will continue until the maximum amount of dollars authorized have been expended or until it is modified or terminated by the Board of Directors.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, Rexnord Corporation has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized this 27th day of January, 2020.
REXNORD CORPORATION | |||||||||||
By: | /S/ Mark W. Peterson | ||||||||||
Mark W. Peterson | |||||||||||
Senior Vice President and Chief Financial Officer |
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