Close

Form 8-K AK STEEL HOLDING CORP For: Nov 23

FREE Breaking News Alerts from StreetInsider.com!

E-mail Address

StreetInsider.com Top Tickers, 4/23/2024

1. TSLA
2. SPY
3. SPOT
4. GM
5. AMZN
6. SHW
7. AAPL
8. IBM
9. NVDA
10. MINN


November 25, 2015 4:32 PM EST


 

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 - November 23, 2015
(Date of Earliest Event Reported)
AK STEEL HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
 
Commission File No. 1-13696


Delaware
 
31-1401455
(State of Incorporation)
 
(I.R.S. Employer Identification No.)
 
 
 
 
 
 
9227 Centre Pointe Drive
West Chester, OH
 
45069
(Address of principal executive offices)
 
(Zip Code)

Registrant's telephone number, including area code: (513) 425-5000
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 (see General Instruction A.2. below):
q
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
q
Solicitation material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
q
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
q    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 23, 2015, the Board of Directors (“Board”) of AK Steel Holding Corporation (the “Company”) approved, upon the recommendation of the Management Development and Compensation Committee (the “Committee”), several matters resulting from the ongoing review and implementation of the Company’s management development and succession planning program. These matters included the promotion of three new executive officers, as well as compensation determinations with respect to previously-announced changes to the executive management of the Company and the Non-Executive Chairman of the Board.   

The three promotions are as follows:

Jaime Vasquez - Vice President, Finance and Chief Financial Officer

Mr. Vasquez, age 53, was named Vice President, Finance and Chief Financial Officer of the Company, effective January 1, 2016. Mr. Vasquez joined the Company in September 2014 as Director, Finance. Before joining the Company, Mr. Vasquez was Chief Financial Officer for the Performance Engineered Products Group of Carpenter Technology Corporation, and prior to that held various finance, management and investor relations positions with Carpenter Technology from 2001 to 2014. Mr. Vasquez also previously served as Vice President, Treasurer and Investor Relations at Pillowtex Corporation from 1999 to 2001. From 1994 to 1999, Mr. Vasquez held increasingly responsible positions in finance and treasury at Guilford Mills, Inc. Mr. Vasquez began his career in 1984 as a Credit Analyst in Corporate Banking for Credit Suisse and later a Research Analyst for GZ-Vienna bank.

Gregory A. Hoffbauer - Vice President, Controller and Chief Accounting Officer

Mr. Hoffbauer, age 49, was named Vice President, Controller and Chief Accounting Officer, effective January 1, 2016. He was elected Controller and Chief Accounting Officer in February 2013. Mr. Hoffbauer joined the Company in January 2011 as Assistant Controller. Prior to joining the Company, Mr. Hoffbauer was Director of Accounting at NewPage Corporation from September 2010 to January 2011 and Assistant Controller from April 2005 to September 2010. Prior to that, Mr. Hoffbauer was Controller at Day International, Inc. from April 2000 to April 2005. From September 1988 to March 2000, Mr. Hoffbauer held increasingly responsible positions in the audit and assurance practice at Deloitte & Touche LLP.

David E. Westcott - Vice President and Treasurer

Mr. Westcott, age 59, was named Vice President and Treasurer, effective January 1, 2016. He was elected Treasurer in 2005 and Assistant Treasurer in 2004. He previously was appointed Manager, Treasury Operations in 2001. Prior to that, Mr. Westcott served in a variety of positions of increasing responsibility with the Company since joining it in 1980, including Senior Administrator - Financial Planning, and Systems Manager and Supervisor - Accounts Payable.

As a result of his promotion and to reflect the increased level of responsibility and leadership in the Company, Mr. Vasquez’s base salary will be increased to $375,000. In addition, he will become a participant in the AK Steel Executive Retirement Income Plan and the AK Steel Supplemental Thrift Plan. Mr. Vasquez will continue as a participant in the Company’s Long-Term Performance Plan (“LTPP”) and Annual Management Incentive Plan (“MIP”). With respect to performance incentive percentages under the LTPP




and MIP, under each plan Mr. Vasquez will be paid 75% of his base salary upon the Company’s achievement of performance goals at the target level.

Mr. Vasquez will also enter into a Severance Agreement, Change-of-Control Agreement and Indemnification Agreement with the Company. The terms of each of these agreements are described in the Company’s proxy statement filed with the Securities and Exchange Commission (“SEC”) on April 14, 2015 (the “2015 Proxy Statement”). In addition, the Company has filed forms of the Severance Agreement, Change-of-Control Agreement and Indemnification Agreement as exhibits 10.8, 10.9 and 10.21, respectively, to its Annual Report on Form 10-K for the year ended December 31, 2014, as filed with the SEC on February 20, 2015.

In addition, in connection with the previously-disclosed appointments of Roger K. Newport as Chief Executive Officer and Kirk W. Reich as President and Chief Operating Officer, the Board approved adjustments to their respective total compensation packages, effective January 1, 2016, to reflect their increased levels of responsibility and leadership in the Company.  Mr. Newport’s base salary was increased to $850,000 and the percentage of his base salary that will be paid upon achievement by the Company of performance goals at the target level under the MIP and LTPP was increased to 120%. Mr. Reich’s base salary was increased to $700,000 and the percentage of his base salary that will be paid upon achievement by the Company of performance goals at the target level under the MIP and LTPP was increased to 100%.

With respect to Mr. Hoffbauer, in connection with his promotion and increased level of responsibility, the Board increased the percentage of his base salary that will be paid upon achievement by the Company of performance goals at the target level under the MIP and LTPP to 65%, effective as of January 1, 2016.

The Board also made a determination as to the compensation for James L. Wainscott in his role as Non-Executive Chairman of the Board, which he will assume on January 1, 2016. In light of Mr. Wainscott’s scope of responsibility as Non-Executive Chairman of the Board, he will be provided with an additional annual retainer of $135,000. Mr. Wainscott will otherwise be compensated as Non-Executive Chairman under the Company’s standard compensation policies and practices for members of the Board, the components of which were disclosed in the Company’s 2015 Proxy Statement.

With respect to the disclosure required pursuant to Item 404(a) of Regulation S-K of the Securities Exchange Act of 1934, as amended, the section of the Company’s 2015 Proxy Statement entitled, “Related Person Transactions,” is incorporated by reference herein.

Item 7.01    Regulation FD Disclosure.

On November 24, 2015, in connection with the aforementioned promotions among the Company’s senior management discussed under Item 5.02, the Company issued a press release, a copy of which is attached hereto and furnished herewith as Exhibit 99.1.

Item 9.01    Financial Statements and Exhibits.    
    
(d)    Exhibit:

99.1     Press Release issued on November 24, 2015






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.




 
AK STEEL HOLDING CORPORATION
 
 
 
 
 
 
 
 
 
 
By:
/s/ Joseph C. Alter
 
 
 
Joseph C. Alter
 
 
 
Corporate Secretary
 
 
 
 
 
 
 
 
 
Dated: November 25, 2015
 
 
 









EXHIBIT INDEX


Exhibit No.
 
Description
 
 
 
 
 
 
99.1
 
Press Release issued on November 24, 2015
 
 
 








 
EXHIBIT 99.1
News Release
 
 
Contacts:
 
Media - Lisa H. Jester, Corporate Manager, Communications and Public Relations (513) 425-2510
Investors - Douglas O. Mitterholzer, General Manager, Investor Relations (513) 425-5215

AK Steel Announces Executive Promotions

West Chester, OH, November 24, 2015 - AK Steel (NYSE: AKS) said today that its Board of Directors has approved the following executive promotions, effective January 1, 2016:

•
Jaime Vasquez has been named Vice President, Finance and Chief Financial Officer. Mr. Vasquez is currently Director, Finance. He will report to Roger K. Newport, who is currently Executive Vice President, Finance and Chief Financial Officer. As previously announced, Mr. Newport has been appointed Chief Executive Officer and a member of the Board of Directors, also effective on January 1, 2016.

•
Gregory A. Hoffbauer has been named Vice President, Controller and Chief Accounting Officer. He will also assume oversight of Risk Management. Mr. Hoffbauer is currently Controller and Chief Accounting Officer.

•
David E. Westcott has been named Vice President and Treasurer. He will also assume responsibility for Information Technology. Mr. Westcott is currently Treasurer.

“These promotions add strength and depth to AK Steel’s financial organization and to our senior leadership team overall,” said James L. Wainscott, Chairman, President and CEO of AK Steel. “I am confident that each will provide strong leadership for AK Steel in the future.”
Mr. Newport added, “I am excited that Jaime, Greg and Dave are joining our executive team. I look forward to the many contributions that these talented individuals will make to the company’s future success.”
Mr. Vasquez joined AK Steel in 2014 as Director, Finance with 30 years of finance, investor relations and sales management experience. Prior to joining AK Steel, he was Vice President, Chief Financial Officer for the Performance Engineered Products Group of Carpenter Technology Corporation, a specialty metals manufacturer. From 2001 to 2014 he served Carpenter Technology Corporation in positions including: Vice President, Corporate Development; President, Asia Pacific; and Vice President, Treasurer, and Investor Relations. He also served as a member of the Board of Directors of Kalyani-Carpenter Special Steels Limited.
Mr. Vasquez also previously held positions as: Vice President, Treasurer and Investor Relations for Pillowtex Corporation, a textile products maker; Assistant Treasurer and Investor Relations at Guilford Mills, Inc., a specialty fabric manufacturer; Research Analyst for the bank GZ-Vienna; and Credit Analyst in Corporate Banking for Credit Suisse.
Mr. Vasquez holds a Bachelor of Arts degree in Economics from Rutgers University and an MBA from the University of North Carolina.
-more-




2
Mr. Hoffbauer joined AK Steel in 2011 as Assistant Controller. He was named Controller and Chief Accounting Officer in 2013. Prior to joining AK Steel, he was Director of Accounting for NewPage Corporation. He served in a variety of accounting positions for Deloitte & Touche, including Audit Senior Manager and Professional Development Director. He was also Controller for Day International, Inc.
He is a member of the Board of Trustees of the Dayton chapter of Financial Executives International. He is a Certified Public Accountant and a member of the American Institute of Certified Public Accountants and the Ohio Society of Certified Public Accountants. He also serves on the Board of Trustees of the Dayton Society of Natural History. Mr. Hoffbauer holds a Bachelor of Science degree in Business Administration (Accounting) from the University of Dayton, and he is currently pursuing an MBA degree from the University of Notre Dame.
Mr. Westcott joined the company in 1980 as an Associate Accountant. He advanced to Accountant and Senior Accountant and transferred to the Treasury Department in 1989. He was named Supervisor, Accounting Services in 1994. He progressed through a number of assignments including Senior Administrator, Financial Planning, and Systems Manager and Supervisor, Accounts Payable for the Financial Planning and Analysis Department. In 2001, he was named Manager, Treasury Operations. He advanced to Assistant Treasurer in 2004, and he was named Treasurer in 2005.
Mr. Westcott is a member of the Association of Financial Professionals. He has served with Junior Achievement and as a member of the Board of Trustees of the Dayton Community Blood Center / Community Tissues Services. He has also been active in the past in the United Way. He holds a Bachelor of Science degree in Accounting from Indiana University, and an MBA from Xavier University.

AK Steel
AK Steel is a world leader in the production of flat-rolled carbon, stainless and electrical steel products, primarily for automotive, infrastructure and manufacturing, construction and electrical power generation and distribution markets. Headquartered in West Chester, Ohio (Greater Cincinnati), the company employs approximately 8,000 men and women at eight steel plants, two coke plants and two tube manufacturing plants across six states: Indiana, Kentucky, Michigan, Ohio, Pennsylvania and West Virginia. Additional information about AK Steel is available at www.aksteel.com.
###




Serious News for Serious Traders! Try StreetInsider.com Premium Free!

You May Also Be Interested In





Related Categories

SEC Filings