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Form 8-K FORD MOTOR CO For: Jul 10

July 10, 2019 3:22 PM



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: July 10, 2019
(Date of earliest event reported)

FORD MOTOR COMPANY
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)

1-3950
38-0549190
(Commission File Number)
(IRS Employer Identification No.)
 
 
One American Road, Dearborn, Michigan
48126
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code 313-322-3000

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, par value $.01 per share
 
 F
 
New York Stock Exchange
6.200% Notes due June 1, 2059
 
FPRB
 
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 (§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 o

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. o







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

On July 10, 2019, Ford Motor Company issued a news release announcing the election of Ms. Beth E. Mooney to its Board of Directors. Ms. Mooney’s appointment is effective immediately. Ms. Mooney has been appointed to the Audit Committee and the Nominating and Governance Committee of the Board of Directors effective immediately. Ms. Mooney will receive the compensation currently paid to non-employee directors on a pro rata basis for the remainder of the year. Ms. Mooney has been Chairman and Chief Executive Officer of KeyCorp since May 2011. The Company's news release announcing the election of Ms. Mooney is attached to this Report as Exhibit 99 and is incorporated herein by reference.


Item 9.01. Financial Statements and Exhibits.


EXHIBITS*

Designation
Description
Method of Filing
 
 
 
News release dated July 10, 2019
Filed with this Report
 
 
 


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.

 
 
FORD MOTOR COMPANY
 
 
(Registrant)
 
 
 
Date: July 10, 2019
By:
/s/ Jerome F. Zaremba
 
 
Jerome F. Zaremba
 
 
Assistant Secretary


*
 
Any reference in the attached exhibit(s) to our corporate website(s) and/or other social media sites or platforms, and the contents thereof, is provided for convenience only; such websites or platforms and the contents thereof are not incorporated by reference into this Report nor deemed filed with the Securities and Exchange Commission.




NEWS www.twitter.com/ford www.facebook.com/ford www.instagram.com/ford www.medium.com/@ford Beth Mooney, Keycorp Chairman and CEO, Joins Ford Board of Directors DEARBORN, Mich., July 10, 2019 – The board of directors of Ford Motor Company (NYSE: F) today elected Beth Mooney as a director, effective immediately. The addition takes the number of board members to 14. Mooney has served as chairman and chief executive officer of KeyCorp since May 2011. She has been a KeyCorp board member since 2010, having joined the company in April 2006 as vice chair of Key Community Bank. Mooney has more than 35 years of experience in retail banking, commercial lending and real- estate financing. Prior to KeyCorp, she was in senior positions at Alabama-based AmSouth Bancorporation (now Regions Financial Corp.) and Bank One Corp., among other institutions. “Beth is a proven leader with a wealth of experience and deep understanding of the financial industry,” said Executive Chairman Bill Ford. “With extensive banking and business expertise, she brings a unique perspective that will enhance the board during this transformational time in our company and the industry.” At Ford, Mooney will serve on the board’s Audit and Nominating & Governance committees. Mooney is also a director of AT&T Inc. She is board chair of Cleveland Clinic, and serves on the boards of Catalyst, a global nonprofit organization that helps accelerate workplace progress for women, and The Conference Board. Additionally, Mooney is president of the Federal Advisory Council; a director of The Bank Policy Institute, including chair of its BITS technology-policy division; and a member of the Supervisory Board of The Clearing House, the Business Roundtable and the Committee of 200. Mooney holds a bachelor’s degree from the University of Texas at Austin and a master’s degree in Business Administration from Southern Methodist University in Dallas. Reference Information For biographical information and a photo of Beth Mooney, click here . # # # About Ford Motor Company Ford Motor Company is a global company based in Dearborn, Michigan. The company designs, manufactures, markets and services a full line of Ford cars, trucks, SUVs, electrified vehicles and Lincoln luxury vehicles, provides financial services through Ford Motor Credit Company and is pursuing leadership positions in electrification, autonomous vehicles and mobility solutions. Ford employs approximately 196,000 people worldwide. For more information regarding Ford, its products and Ford Motor Credit Company, please visit www.corporate.ford.com . For news releases, related materials and high-resolution photos and video, visit www.media.ford.com .


 
Contacts: Media: Equity Investment Fixed Income Shareholder T.R. Reid Community: Investment Inquiries: 313.319.6683 Lynn Antipas Tyson Community: 800.555.5259 or [email protected] 313.621.2902 Karen Rocoff 313.845.8540 [email protected] 313.621.0965 [email protected] [email protected] 2 For news releases, related materials and high-resolution photos and video, visit www.media.ford.com .


 

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