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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 (Date of earliest event reported): January 19, 2021
 
SPX FLOW, INC.
(Exact Name of Registrant as specified in Charter)
 
Delaware 
1-37393
 47-3110748
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation)   Identification No.)
 
13320 Ballantyne Corporate Place
Charlotte, North Carolina 28277
(Address of Principal Executive Offices) (Zip Code)
 
Registrant’s telephone number, including area code (704) 752-4400
 
NOT APPLICABLE
(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:
☐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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, Par Value $0.01FLOWNew 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: ☐
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  January 19, 2021, the Board of Directors of SPX FLOW, Inc. (the “Company”) expanded the size of the Board of Directors from nine to ten members and elected Sonya M. Roberts to fill the vacancy created by this increase in the size of the Board of Directors. The Board has also appointed Ms. Roberts to serve on the Company’s Audit Committee, Compensation Committee and Nomination and Governance Committee.

Ms. Roberts will receive a pro-rata portion of the $70,000 annual cash retainer paid to the Company’s non-employee directors based on her period of service prior to the 2021 annual meeting of stockholders. She will also receive a grant of restricted stock, prorated for the period of her service prior to the 2021 annual meeting of stockholders, based on the value of the restricted stock award granted to other non-employee directors of the Company on the date of the Company’s 2020 annual meeting of stockholder, which grant is otherwise on the same terms as the awards granted to such other non-employee directors.

A press release issued by the Company on January 21, 2021 announcing the election of Ms. Roberts is filed as Exhibit 99.1 hereto.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
Exhibit No. Description
   
 Press Release dated January 21, 2021
104Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)



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.
 
   
  SPX FLOW, Inc.
   
   
Date: January 21, 2021By:/s/ Peter J. Ryan
  Peter J. Ryan
  Vice President, Secretary and General Counsel