erii-202307100001421517False00014215172023-07-102023-07-10
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): July 10, 2023
ENERGY RECOVERY, INC.
(Exact Name of Registrant as Specified in its Charter)
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| Delaware | | 001-34112 | | 01-0616867 |
| (State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
1717 Doolittle Drive, San Leandro, California 94577
(Address of Principal Executive Offices) (Zip Code)
(510) 483-7370
(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 | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock, $0.001 par value | | ERII | | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 July 10, 2023, the Board of Directors (the “Board”) of Energy Recovery, Inc. (the “Registrant”) appointed Mr. David Moon and Mr. Colin Sabol to its Board. With the appointment of Messrs. Moon and Sabol, the Registrant’s Board consists of seven (7) directors. There are no arrangements or understandings between Messrs. Moon and Sabol and any other persons pursuant to which they were selected as a director. Messrs. Moon and Sabol will receive the same compensation (pro-rated for their actual service) and indemnification as the Registrant’s other non-employee directors. There are no family relationships between Messrs. Moon and Sabol and any of the officers or directors of the Registrant. There are no transactions between Messrs. Moon and Sabol and the Registrant that would be reportable under Item 404(a) of Regulation S-K. A copy of the press release announcing the appointment of Messrs. Moon and Sabol is furnished as Exhibit 99.1 hereto. On July 25, 2023, Mr. Moon was assigned to serve on the Nominating and Corporate Governance Committee and the Audit Committee, and Mr. Sabol was assigned to serve on the Nominating and Corporate Governance Committee and the Compensation Committee.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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| Exhibit Number | | Description |
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| 104 | | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document |
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.
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| | Energy Recovery, Inc. | |
| | | | |
| Date: | October 20, 2023 | By: | /s/ William Yeung | |
| | | William Yeung | |
| | | Chief Legal Officer | |
Exhibit 99.1
Energy Recovery Announces Appointment of Refrigeration, Water Executives to Board of Directors
SAN LEANDRO, Calif. — July 10, 2023 — Energy Recovery, Inc. (NASDAQ: ERII) today announced the appointment of refrigeration executive David Moon and water solutions leader Colin Sabol to its Board of Directors.
“Mr. Moon and Mr. Sabol’s extensive expertise in their respective fields will be a great asset as we continue expanding our PX technology into new markets and advancing the environmental sustainability of our customers’ operations,” said Robert Mao, Chairman of the Board, President and Chief Executive Officer of Energy Recovery. “With decades of combined global experience in management, commercial engagement, and technology, we look forward to their contributions to our innovation and growth.”
Mr. Moon has led and advised commercial heating and cooling companies around the world. Most recently, he served as President of Carrier Commercial Refrigeration, a division of Carrier Global Corporation and leading supplier of high-efficiency CO2 refrigeration systems in Europe and Asia. In this role, Mr. Moon improved Carrier’s technological capabilities and built relationships with top food, pharmaceutical, and logistics customers. Prior to Carrier, Mr. Moon was an independent advisor at Ares Management, focusing on acquisitions in the HVACR and building products markets. Before his time at Ares, he served for nearly 20 years in multiple executive roles at Heatcraft Worldwide Refrigeration, a division of Lennox International Inc., and began his career at Tenneco, Inc. and AlliedSignal Inc.
Mr. Moon previously served as a Board Member for CoolSys, the parent of market-leading refrigeration and HVAC services companies, and for American Woodmark Corporation, one of the nation's largest cabinet manufacturers. Mr. Moon holds an M.B.A. and a B.S. in Civil Engineering from Texas A&M University.
“I am thrilled to be part of this visionary team that is ushering in the next generation of climate-friendly solutions in commercial refrigeration,” said Mr. Moon. “This is an exciting time for Energy Recovery as its technologies enable customers to choose more sustainable refrigeration systems and do so in a way that future-proofs their operations and reduces cost. I look forward to playing a role in our continued progress.”
Mr. Sabol is an accomplished business leader, strategist, and dealmaker with over 20 years of experience in the global water and energy markets. He was President of Measurement & Control Solutions at water technology provider Xylem Inc. from 2017-2022. He previously led Xylem businesses including Analytical Instrumentation, Water Treatment, and Dewatering Pump Rentals, building and maintaining a $2 billion backlog by launching five new product platforms and leveraging the company’s position in utility-grade communications. Before Xylem, Mr. Sabol enjoyed a 17-year tenure with General Electric, serving as Chief Marketing Officer for GE Water from 2002-2006.
His board experience includes nearly a decade with Faradyne Motors, a joint venture between Xylem and Pentair, and as Board Chair of Xylem Watermark, Xylem’s corporate social responsibility program focused on addressing natural disasters, clean water access, and community resilience. Mr. Sabol holds a B.S. in Materials Engineering from Alfred University and completed MBA Studies in business and finance at Ohio State University and Union College.
“Energy Recovery’s 30-year legacy in desalination has built an incredible foundation for its impressive wastewater treatment capabilities, and I am delighted to help further the company’s industry leadership in this and other markets,” said Mr. Sabol. “It is a pleasure to join this distinguished group of directors and I look forward to contributing to Energy Recovery’s mission to develop more efficient, sustainable, and customer-oriented solutions to the world's most critical industries. This goal has been a passion of mine throughout my career, and I could not imagine a better place to further this shared vision.”
For a full list of Energy Recovery Board of Directors members, please visit https://energyrecovery.com/about-us/board-directors/.
About Energy Recovery
Energy Recovery (NASDAQ: ERII) creates technologies that solve complex challenges for commercial and industrial fluid-flow markets worldwide. Building on our pressure exchanger technology platform, we design and manufacture solutions that make commercial and industrial processes more efficient and sustainable. What began as a game-changing invention for desalination has grown into a global business accelerating the environmental sustainability of customers’ operations in multiple industries. Headquartered in the San Francisco Bay Area, Energy Recovery has manufacturing and research and development facilities across California and Texas with sales and on-site technical support available globally. For more information, please visit www.energyrecovery.com.
Press Inquiries
pr@energyrecovery.com
+1 (510) 219-8462
Investor Inquiries
ir@energyrecovery.com
+1 (281) 962-8105
