UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM8-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): October 15, 2019
Myers Industries, Inc.
(Exact Name of Registrant as Specified in Charter)
Ohio | 001-8524 | 34-0778636 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1293 South Main Street, Akron, Ohio 44301
(Address of Principal Executive Offices, and Zip Code)
(330)253-5592
Registrant’s Telephone Number, Including Area Code
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
☐ | Pre-commencement communication pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
☐ | Pre-commencement communication pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol | Name of each exchange on which registered | ||
Common Stock, without par value | MYE | The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule12b-2 of the Securities Exchange Act of 1934 (17 CFR§240.12b-2).
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 October 15, 2019, the Board of Directors (the “Board”) of Myers Industries, Inc. (the “Company”) approved an executive retention program in which certain executive officers, including Andrean R. Horton, Esq., the Company’s Executive Vice President and Chief Legal Officer, whom the Board has appointed as Interim President and Chief Executive Officer effective October 25, 2019, and Kevin L. Brackman, Executive Vice President and Chief Financial Officer, were provided on October 16, 2019 (i) an executive cash bonus retention award of $100,000, payable in equal installments on the first two anniversaries of the award, and (ii) a stock unit retention award of 6,112 stock units, equivalent to $100,000 based on the closing price of the Company’s common stock on October 16, 2019, subject to vesting and settlement in equal installments on the first three anniversaries of the stock unit retention award. The foregoing summary of the cash bonus and stock unit retention awards is not complete and is qualified in its entirety by reference to the full and complete terms of the awards, the forms of which are attached to this Current Report on Form8-K as Exhibits 10.1 and 10.2, and are incorporated herein by reference. The forms of the cash bonus and stock unit retention awards were also filed as Exhibits 10.1 and 10.2 to the Company’s Current Report on Form8-K/A filed on October 18, 2019.
Item 9.01 | Financial Statements and Exhibits. |
Exhibit | Description | |
10.1 | Form of Notice of Award of Executive Retention Cash Bonuses | |
10.2 | Form of Stock Unit Award Agreement |
SIGNATURE
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.
Myers Industries, Inc. | ||
By: | /s/ Andrean R. Horton | |
Andrean R. Horton, Esq. | ||
Executive Vice President, | ||
Chief Legal Officer and Secretary |
Date: October 18, 2019