Form 8-K ARCBEST CORP /DE/ For: Apr 24

 

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): April 24, 2015 (April 27, 2015)

 

 

ARCBEST CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

3801 Old Greenwood Road

Fort Smith, Arkansas 72903

(479) 785-6000

(Address, including zip code, and telephone number, including area
code, of the registrant’s principal executive offices)

 

 

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))

 

 

 

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

 

On April 24, 2015, ArcBest Corporation (“the Company”) issued a press release announcing that Traci Sowersby, 45, will join the Company as its Vice President, Controller and Chief Accounting Officer, effective April 27, 2015.  Ms. Sowersby will be the Company’s principal accounting officer reporting to the Company’s Chief Financial Officer, David Cobb.

 

Before joining ArcBest in 2015, Ms. Sowersby served seventeen years with the public accounting firm of Ernst & Young (“EY”) in various locations, most recently as Executive Director in EY’s Phoenix, Arizona office since July 2014.  Previously, Ms. Sowersby served in other progressive positions of responsibility after joining EY in 1998.  Ms. Sowersby also served in the United States Army Reserves prior to obtaining her Bachelor’s degree and joining EY.  Ms. Sowersby is a Certified Public Accountant and holds a Bachelor of Science degree in Accounting from Indiana University – Fort Wayne.

 

Ms. Sowersby has no family relationships with any director, executive officer, or person nominated by the Company to become a director or executive officer of the Company.  Ms. Sowersby is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

 

Ms. Sowersby will receive salary, short and long-term incentives and future equity opportunities, and will participate in other benefit and compensation plans, at levels consistent with her position and scope of responsibility.  The foregoing description is qualified in its entirety by reference to the full text of the ABC 16b Annual Incentive Compensation Plan and form of award which is incorporated by reference as Exhibit 10.1 to the Current Report on Form 8-K and incorporated in this Item 5.02 by reference, the Form of Restricted Stock Unit Award Agreement (Employees) which is incorporated by reference as Exhibit 10.2 to this Current Report on Form 8-K and incorporated in this Item 5.02 by reference, and the ABC/DTC/ABF Long-Term (3-Year) Incentive Compensation Plan and form of award which is incorporated by reference as Exhibit 10.3 to this Current Report on Form 8-K and incorporated in this Item 5.02 by reference.

 

A copy of the press release is attached as an exhibit to this Report on Form 8-K.

 

ITEM 9.01 – Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.		Exhibit Description
10.1#		The ABC 16b Annual Incentive Compensation Plan and form of award (previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on May 9, 2014, Commission File No. 000-19969, and incorporated herein by reference).
10.2#		Form of Restricted Stock Unit Award Agreement (Employees) (previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on May 5, 2009, Commission File No. 000-19969, and incorporated herein by reference).

 

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10.3#		The ABC/DTC/ABF Long-Term (3-Year) Incentive Compensation Plan and form of award (previously filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on May 9, 2014, Commission File No. 000-19969, and incorporated herein by reference).
99.1*		Press release of ArcBest Corporation dated April 24, 2015, regarding the April 27, 2015 appointment of Traci Sowersby as ArcBest Vice President, Controller and Chief Accounting Officer.

 

#                                         Designates a compensation plan or arrangement for directors or officers.

 

*                                         Filed herewith.

 

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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.

 

 

	ARCBEST CORPORATION
	(Registrant)
	By:	/s/ Michael R. Johns
		Michael R. Johns
		Vice President – General Counsel
Dated: April 24, 2015		and Corporate Secretary

 

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EXHIBIT INDEX

 

Exhibit No.		Exhibit Description
10.1#		The ABC 16b Annual Incentive Compensation Plan and form of award (previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on May 9, 2014, Commission File No. 000-19969, and incorporated herein by reference).
10.2#		Form of Restricted Stock Unit Award Agreement (Employees) (previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on May 5, 2009, Commission File No. 000-19969, and incorporated herein by reference).
10.3#		The ABC/DTC/ABF Long-Term (3-Year) Incentive Compensation Plan and form of award (previously filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on May 9, 2014, Commission File No. 000-19969, and incorporated herein by reference).
99.1*		Press release of ArcBest Corporation dated April 24, 2015, regarding the April 27, 2015 appointment of Traci Sowersby as ArcBest Vice President, Controller and Chief Accounting Officer.

 

#                                         Designates a compensation plan or arrangement for directors or officers.

 

*                                         Filed herewith.

 

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Exhibit 99.1

 

FOR IMMEDIATE RELEASE

 

Investor Relations Contact: David Humphrey		Media Contact: Kathy Fieweger
Title: Vice President – Investor Relations		Title: Chief Marketing Officer
Phone: 479-785-6200		Phone: 479-719-4358
Email: [email protected]		Email: [email protected]

 

ArcBest Corporation Announces VP – Controller, Chief Accounting Officer

 

FORT SMITH, Arkansas, April 24, 2015 – ArcBest CorporationSM (Nasdaq: ARCB), today announced that Traci Sowersby has been named VP – Controller, Chief Accounting Officer effective April 27, 2015, reporting to Chief Financial Officer, David R. Cobb.

 

“We are very pleased to have Traci join ArcBest in this important role as she brings a great deal of technical expertise and management experience,” said ArcBest President and CEO Judy R. McReynolds. “As we continue to better serve our customers across the supply chain, Traci will be instrumental in ensuring our financial reporting continues to live up to the same high expectations that we have for all of our companies and employees, who are known for going above and beyond for customers every day.”

 

Sowersby, a Certified Public Accountant, most recently served as Executive Director with EY in their Phoenix office. She has worked at EY for the last 17 years in various locations and had also previously served in the U.S. Army Reserves. Traci holds a B.S. in Accounting from Indiana University – Fort Wayne.

 

“I’m delighted that Traci will be relocating to Fort Smith bringing knowledge and depth to our financial area as a result of her previous experience with public companies and their financial reporting and internal control requirements,” said Cobb. “Her addition to the company will facilitate a seamless transition as we continue with our overall growth goals and expand our ability to provide multiple services across the ArcBest companies.”

 

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About ArcBest

 

ArcBest CorporationSM (Nasdaq: ARCB) solves complex logistics and transportation challenges. Our companies and brands – ABF FreightSM, ABF LogisticsSM, Panther Premium Logistics®, FleetNet America®, U-Pack® and ArcBest Technologies – apply the skill and the will with every shipment and supply chain solution, household move or vehicle repair. ArcBest finds a way.

 

For more information, visit arcb.com, abf.com, pantherpremium.com, fleetnetamerica.com and upack.com. ArcBest CorporationSM. The Skill & The WillSM.

 

Forward-Looking Statements

 

Certain statements and information in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  Terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “foresee,” “intend,” “may,” “plan,” “predict,” “project,” “scheduled,” “should,” “would” and similar expressions and the negatives of such terms are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements are based on management’s current expectations and beliefs concerning future developments and their potential effect on us. Although management believes that these forward-looking statements are reasonable, as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. Our forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from our historical experience and management’s present expectations or projections. Important factors that could cause our actual results to differ materially from those in the forward-looking statements include, but are not limited to: general economic conditions and related shifts in market demand that impact the performance and needs of industries served by ArcBest Corporation’s subsidiaries and/or limit our customers’ access to adequate financial resources; unfavorable terms of, or the inability to reach agreement on, future collective bargaining agreements or a workforce stoppage by our employees covered under ABF Freight’s collective bargaining agreement; relationships with employees, including unions; union and nonunion employee wages and benefits, including changes in required contributions to multiemployer pension plans; competitive initiatives, pricing pressures, the effect of volatility in fuel prices and the associated changes in fuel surcharges on securing increases in base freight rates and the inability to collect fuel surcharges; availability of fuel; default on covenants of financing arrangements and the availability and terms of future financing arrangements; availability and cost of reliable third-party services; disruptions or failures of services essential to the operation of our business or the use of information technology platforms in our business;

 

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timing and amount of capital expenditures, increased prices for and decreased availability of new revenue equipment and decreases in value of used revenue equipment; future costs of operating expenses such as maintenance and fuel and related taxes; self-insurance claims and insurance premium costs; governmental regulations and policies, including environmental laws and regulations; potential impairment of goodwill and intangible assets; the impact of our brands and corporate reputation; the cost, timing and performance of growth initiatives; the cost, integration and performance of any future acquisitions; the costs of continuing investments in technology, a failure of our information systems and the impact of cyber incidents; weather conditions; and other financial, operational and legal risks and uncertainties detailed from time to time in ArcBest Corporation’s Securities and Exchange Commission public filings.

 

For additional information regarding known material factors that could cause our actual results to differ from our projected results, please see our filings with SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

 

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

 

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