Form 8-K AMERICAN VANGUARD CORP For: Dec 31

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): December�31, 2014

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AMERICAN VANGUARD CORPORATION

(Exact name of registrant as specified in its charter)

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Delaware	�	001-13795	�	95-2588080
(State or other jurisdiction of incorporation)	�	Commission File Number	�	(I.R.S. Employer Identification No.)

4695 MacArthur Court

Newport Beach, California 92660

(Address of principal executive offices)

Registrant�s telephone number: (949)�260-1200

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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:

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�	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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�	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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�	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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�	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

On December�31, 2014, AMVAC Chemical Corporation (�AMVAC�), the principal operating subsidiary of American Vanguard Corporation (the �Corporation�) appointed Bob Trogele to the position of Executive Vice President and Chief Operating Officer of AMVAC. As of the commencement of his employment, January�5, 2015, the board of directors of the Corporation designated Mr.�Trogele an executive officer of the Corporation.

Mr.�Trogele is 57 years of age. He was selected by the Corporation through its own search in the course of which there was no arrangement or understanding with any member of the Board regarding his selection. Except for the terms of employment described herein, Mr.�Trogele has had no transactions or proposed transactions with the Corporation in excess of $120,000 since the beginning of the Corporation�s last fiscal year, nor does he have any family relationship with any director or executive officer of the Corporation. Mr.�Trogele has spent his career in the agribusiness and biotechnology sectors, holding positions of increasing responsibility in sales, marketing, supply chain, regulatory, M&A and general management. Over the course of the past ten years, Mr.�Trogele worked at FMC Corporation, most recently as President � Asia Pacific, where he managed multiple business units in over 20 countries and, prior to that, as North American Director of their agchem business group. His former employer is neither a parent, a subsidiary nor an affiliate of registrant.

Effective December�31, 2014, AMVAC entered into an employment agreement with Mr.�Trogele which contains the following material terms: three year term; annual base salary of $360,000; initial bonus of $150,000 (payable 30 days after date of commencement); in the event of termination without cause, Mr.�Trogele will receive as severance pay the greater of (x)�his annual base wage and health insurance for the remainder of the term and (y)�one year�s base wage and health insurance. In addition, upon commencement of employment, Mr.�Trogele will be awarded 30,000 shares of restricted stock (vesting in equal tranches of 7,500 shares on the 90^th day, the first anniversary, the second anniversary and the third anniversary of commencement) and 7,500 performance shares tied to the Corporation�s financial performance for three year period commencing January�1, 2015. He will also be party to a Change in Control agreement, the form of which is substantially similar to that currently in place between the Corporation and its other executive officers.

Item�8.01 Other Events

On January�5, 2015 American Vanguard Corporation issued a press release announcing that its principal operating subsidiary, AMVAC Chemical Corporation, had appointed Bob Trogele to the position of Executive Vice President and Chief Operating Officer of AMVAC. The full text of that press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information contained in this Current Report on Form 8-K, including the Exhibits attached hereto, is being furnished under Items 5.02, 8.01 and 9.01 and shall not be deemed �filed� for purposes of Section�18 of the Securities Exchange Act of 1934, as amended (the �Exchange Act�), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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Item�9.01 Financial Statements and Exhibits.

(d) Exhibits

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Exhibit�99.1	��	Press release dated January�5, 2015 of American Vanguard Corporation concerning the appointment of Bob Trogele to the position of Executive Vice President and Chief Operating Officer of AMVAC Chemical Corporation.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, American Vanguard Corporation has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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	�		�	AMERICAN VANGUARD CORPORATION
Date: January�6, 2015	�		�	By:	�	����/s/ Timothy J. Donnelly
	�		�		�		�	Timothy J. Donnelly
	�		�		�		�	Chief Administrative Officer, General Counsel & Secretary

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INDEX TO EXHIBITS

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Exhibit�No.	��	Description
Exhibit�99.1	��	Press release of American Vanguard Corporation dated January 5, 2015 regarding the appointment of Bob Trogele to the position of Executive Vice President and Chief Operating Officer of AMVAC Chemical Corporation.

Exhibit 99.1

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FOR IMMEDIATE RELEASE

BOB TROGELE NAMED CHIEF OPERATING OFFICER AND EXECUTIVE VICE PRESIDENT OF AMVAC CHEMICAL CORPORATION

Newport Beach, CA � January�5, 2015 � American Vanguard Corporation (NYSE: AVD) today announced that Ulrich (Bob) Trogele, PhD, has been named Chief Operating Officer and Executive Vice President of its principal operating subsidiary, AMVAC Chemical Corporation, effective immediately. In this position, Dr.�Trogele will focus on growing the business across multiple product lines and geographies, achieving greater profitability and establishing a pipeline of future opportunities through innovation and strategic relationships. As COO, he will oversee sales, marketing, and business development on a global basis.

Over the past 28 years, Bob Trogele has worked in positions of increasing responsibility within the agribusiness sectors of agrichemicals, biotechnology and plant nutrition, culminating with ten years at FMC Corporation, where he served most recently as President � Asia Pacific across 20+ countries and, for several years prior, as North American Area Director of their agricultural solutions business. Bob Trogele has a track record of exceeding expectations with customers wherever he works, by increasing revenue and profitability through acquiring and licensing multiple technologies, launching innovations and expanding sales into new territories.

Eric Wintemute, Chairman and CEO of American Vanguard, commented, �Time and again, Bob has taken the reins of a business and spurred unprecedented growth and profitability in a short time. His drive to succeed, keen marketing sense and ability to think creatively have proven to be a recipe for success in virtually every business he has led. As a complement to his considerable experience, he has built an extensive network of relationships with customers and industry peers throughout the globe, particularly in North America and Europe and also in Asia where he lived and worked most recently. We look forward to having Bob join the team and to help write the next chapter of American Vanguard.�

Prior to his business career, Bob Trogele was an elite athlete; he was a four-year starter and captain on the Wichita State basketball team, and a professional basketball player representing the German national team as a two-time Olympian, in the course of which he attained both an MBA and PhD from the University of Goettingen. He is fluent in both German and French; and since 1997 has served as a professor of international business at the Berlin University, Germany, School of Economics and Law, where he teaches Global Business�& Management to international MBA students from Asia, Europe, Middle East, North and Latin America.

Mr.�Trogele commented, �I am excited to work with experienced industry leader and CEO Eric Wintemute, the highly respected board of directors of American Vanguard and its talented leadership team in continuing to build and grow the foundation of the Company, driving value creation for all stakeholders, customers, employees and community through technology, alliances and market access expansion.�

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About American Vanguard

American Vanguard Corporation is a diversified specialty and agricultural products company that develops and markets products for crop protection and management, turf and ornamentals management and public and animal health. American Vanguard is included on the Russell 2000^� and Russell 3000^� Indexes. To learn more about American Vanguard, please reference the Company�s web site at www.american-vanguard.com.

The Company, from time to time, may discuss forward-looking information. Except for the historical information contained in this release, all forward-looking statements are estimates by the Company�s management and are subject to various risks and uncertainties that may cause results to differ from management�s current expectations. Such factors include weather conditions, changes in regulatory policy and other risks as detailed from time-to-time in the Company�s SEC reports and filings. All forward-looking statements, if any, in this release represent the Company�s judgment as of the date of this release.

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CONTACT:	�	-OR-	�		��	AVD�S INVESTOR RELATIONS FIRM
American Vanguard Corporation	�		�		��	The Equity Group Inc.
William A. Kuser, Director of Investor Relations	�		�		��	Lena Cati (212) 836-9611
(949) 260-1200	�		�		��	[email protected]
[email protected]	�		�		��	www.theequitygroup.com

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