MANTECH INTERNATIONAL CORP false 0000892537 0000892537 2020-08-31 2020-08-31












Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 31, 2020



ManTech International Corporation

(Exact name of registrant as specified in its charter)




Delaware   000-49604   22-1852179

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)


2251 Corporate Park Drive   Herndon   VA   20171
(Address of principal executive offices)       (Zip Code)

Registrant’s telephone number, including area code: (703) 218-6000

(Former name or former address, if changed since last report.)



Securities registered pursuant to Section 12(b) of the Act:


Title of each class





Name of each exchange

on which registered

Class A Common Stock   MANT   Nasdaq

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 CFR230.425)



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 (§203.405 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 or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers


Item 8.01

Other Events

On August 31, 2020, Mr. George J. Pedersen informed ManTech International Corporation (the Company) of his decision to retire from his position as the Company’s Executive Chairman. Mr. Pedersen also communicated his intention to step down from his role serving as Chairman of the Board of Directors (the Board). On September 1, 2020, the Board elected and appointed Kevin M. Phillips to serve as the Company’s new Chairman of the Board. Pursuant to the Company’s bylaws, the Board designated Mr. Phillips as a non-executive Chairman of the Board. Mr. Pedersen will continue to serve as a member of the Company’s Board, and in recognition his service, the Board has designated Mr. Pedersen as Chairman Emeritus.

On September 3, 2020, the Company issued a press release announcing the events described above. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.


Item 9.01

Financial Statements and Exhibits

(d) Exhibits





99.1    ManTech International Corporation press release, dated September 3, 2020.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).


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.


  ManTech International Corporation

Date: September 3, 2020


/s/ Michael R. Putnam

      Michael R. Putnam
      SVP – Corporate & Regulatory Affairs