Ecolab 8-K 2017
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 4, 2017
(Exact name of registrant as specified in its charter)
Registrant’s telephone number, including area code 1-800-232-6522
(Former name or former address, if changed since last report.)
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):
☐ 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))
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 ☐
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 and Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
There is no transaction between Mr. Lavandier (and his immediate family) and Ecolab that requires disclosure in accordance with Item 404(a) of Regulation S-K.
Item 5.07 Submission of Matters to a Vote of Security Holders.
Item 8.01 Other Events.
As set forth in the news release attached to this report as Exhibit (99.1), on May 4, 2017 the independent directors appointed Jeffrey M. Ettinger as independent Lead Director of the board of directors. Mr. Ettinger replaces Jerry W. Levin, who retired from the board of directors in connection with the Annual Meeting after more than 24 years of service. The roles and responsibilities of the independent Lead Director are set forth in Ecolab’s Corporate Governance Principles, available on the corporate governance page of Ecolab’s website at http://investor.ecolab.com/corporate-governance.
Item 9.01 Financial Statements and Exhibits.
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.