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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): February 10, 2021

 

ABM Industries Incorporated

 

 

(Exact name of registrant as specified in its charter)

 

Delaware   1-8929   94-1369354
(State or other jurisdiction   (Commission File   (IRS Employer
of incorporation)   Number)   Identification No.)

 

One Liberty Plaza, 7th Floor    
New York, New York   10006
 (Address of principal executive offices)    (Zip Code)

 

Registrant’s telephone number, including area code   (212) 297-0200

 

N/A

 

 

(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 Trading
Symbol(s)
Name of each exchange on which registered
Common Stock, $0.01 par value ABM 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

 

  ¨ 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.

 

On February 10, 2021, the Board of Directors (the “Board”) of ABM Industries Incorporated (the “Company” or “ABM”), acting upon the recommendation of its Governance Committee, elected Quincy L. Allen as a member of the Board effective immediately. Mr. Allen has been named to the class of directors that has its term expiring at the 2022 Annual Meeting of Stockholders. Mr. Allen has not yet been appointed to a Committee of the Board.

 

As a non-employee director, Mr. Allen will participate in the standard non-employee director compensation arrangements described beginning on page 13 of the Company’s definitive proxy statement filed with the Securities and Exchange Commission on February 13, 2020. In addition, the Company intends to enter into its standard form of indemnification agreement with Mr. Allen.

 

A copy of the press release announcing the election of Mr. Allen as a director is attached hereto as Exhibit 99.1.

 

Item 9.01.        Financial Statements and Exhibits.

 

(d)       Exhibits.

 

99.1 Press Release issued by ABM Industries Incorporated, dated February 10, 2021, announcing the election of Quincy L. Allen to the Board of Directors.
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

SIGNATURES

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.

 

  ABM INDUSTRIES INCORPORATED
   
Dated: February 10, 2021 By: /s/ Andrea R. Newborn
    Andrea R. Newborn
    Executive Vice President, General Counsel and Secretary