LINDSAY CORP NYSE US false 0000836157 0000836157 2021-02-01 2021-02-01





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):

February 1, 2021




(Exact name of registrant as specified in its charter)




Delaware   1-13419   47-0554096

(State of




File Number)


(IRS Employer

Identification Number)


18135 Burke Street, Suite 100

Omaha, Nebraska

(Address of principal executive offices)   (Zip Code)

(402) 829-6800

(Registrant’s telephone number, including area code)

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 class





Name of each exchange

on which registered

Common Stock, $1.00 par value   LNN   New York Stock Exchange, Inc.

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 or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)    On February 1, 2021, the Company’s Board of Directors expanded the size of the Board of Directors from seven to eight members and appointed Ibrahim Gokcen as a director effective immediately. Mr. Gokcen is a member of the class of directors with a term expiring at the January 2023 Annual Meeting. Mr. Gokcen has been appointed to serve on the Audit Committee and the Corporate Governance and Nominating Committee.

Mr. Gokcen will receive compensation for serving as a director consistent with the description of compensation of non-employee directors included in the section entitled “Compensation of Directors” in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on November 24, 2020.

Mr. Gokcen has entered into an Indemnification Agreement with the Company in the form attached as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on October 19, 2018.

There are no arrangements or understandings between Mr. Gokcen and any other person pursuant to which Mr. Gokcen was appointed as a director, and there are no transactions between Mr. Gokcen and the Company that would be required to be reported under Item 404(a) of Regulation S-K.


Item 7.01.

Regulation FD Disclosure.

A copy of the press release announcing Mr. Gokcen’s appointment to the Company’s Board of Directors is furnished herewith as Exhibit 99.1 and is hereby incorporated by reference into this Item 7.01. In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 7.01 and the press release are being furnished under Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that section, nor shall such information and exhibit be incorporated by reference into 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.


Item 9.01.

Financial Statements and Exhibits.


10.1    Form of Indemnification Agreement between the Company and its Officers and Directors, previously filed as Exhibit 10.1 with the Company’s Current Report on Form 8-K filed on October 19, 2018.
99.1    Press Release, dated February 1, 2021, issued by the Company.
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.


Dated: February 1, 2021     LINDSAY CORPORATION

/s/ Brian L. Ketcham

      Brian L. Ketcham, Senior Vice President and
Chief Financial Officer