SECURITIES AND EXCHANGE COMMISSION
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|Item 5.02|| |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 11, 2021, Dover Corporation (the “Company”) announced that the Company’s board of directors (the “Board”) elected Deborah L. DeHaas as a new independent director effective as of February 11, 2021. Ms. DeHaas’s election increases the size of the Board to 10 directors, 9 of whom are independent directors.
The Board (i) determined that Ms. DeHaas qualifies (a) as an “independent director” pursuant to the rules of the New York Stock Exchange (the “NYSE”) and (b) qualifies as an “audit committee financial expert” pursuant to the rules of the U.S. Securities and Exchange Commission (the “SEC”) and has “accounting or related financial management expertise” pursuant to the rules of the NYSE and (ii) appointed Ms. DeHaas as a member of the Audit Committee of the Board.
Ms. DeHaas was recently named the Chief Executive Officer of the Corporate Leadership Center. She retired from Deloitte as a Vice Chairman and the Managing Partner of the Center for Board Effectiveness in September 2020. She held numerous leadership roles at Deloitte during her 18 years of service to the firm, including as the firm’s first Chief Inclusion Officer, as the Regional Managing Partner for the Midwest and Central regions of Deloitte, in which role she led the quality, client satisfaction, growth, marketplace and talent initiatives for over 10,000 professionals in fourteen states, as the Chicago Office Managing Partner, and as a member of the Deloitte US board of directors. Before joining Deloitte, Deb was a partner at Arthur Andersen. She currently serves on the Board and Executive Committee of the Sustainability Accounting Standards Board Foundation Board.
Ms. DeHaas has no family relationships with any director or executive officer of the Company, and there are no arrangements or understandings with any person pursuant to which she was selected as a director of the Company. In addition, there have been no transactions directly or indirectly involving Ms. DeHaas that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
|Item 7.01|| |
Regulation FD Disclosure.
On February 11, 2021, the Company issued a press release announcing the election of Ms. DeHaas to the Board, a copy of which is furnished as Exhibit 99.1 hereto and incorporated in this Item 7.01 by reference.
The information in this Item 7.01 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such disclosure in this Form 8-K in such a filing.
|Item 9.01|| |
Financial Statements and Exhibits.
The following exhibits are furnished as part of this report:
|99.1||Press Release of Dover Corporation issued February 11, 2021.|
|104||Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).|
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
Date: February 11, 2021
Ivonne M. Cabrera
Senior Vice President, General Counsel & Secretary