Curtiss-Wright Corp. 8-K Summary
Business Context and Reporting Period
This Form 8-K Current Report was filed by Curtiss-Wright Corporation (NYSE: CW) on February 11, 2014. The filing reports corporate governance changes effective as of that date, specifically regarding the Board of Directors.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance matters.
Material Changes
- Board Election: The Board of Directors elected Stuart W. Thorn as a new member to serve until his successor is elected and qualified. Mr. Thorn is scheduled to stand for reelection at the 2014 Annual Meeting of Shareholders.
- By-Law Amendment: The Board adopted an amendment to Article III, Section 2, of the Company's By-Laws to increase the maximum number of Board members from 10 to 11. The exact number of members is to be fixed by the Board from time to time.
Management Commentary and Background
Mr. Thorn joins the company from Southwire Company, a privately held manufacturer with annual revenues exceeding $5.2 billion, where he served as President and CEO since 2002. His prior experience includes executive roles at Beaulieu of America, Inc., Campbell Soup Company, Inc., and S.C. Johnson Inc. The filing confirms no material transactions exist in which Mr. Thorn has a direct or indirect interest exceeding $120,000.
Investor Verification Checklist
- Verify the full text of the Amended and Restated By-Laws (Exhibit 3.1) to confirm the new maximum board size.
- Review the press release (Exhibit 99.1) for additional details on Mr. Thorn's appointment.
- Confirm Mr. Thorn's standing for reelection at the upcoming 2014 Annual Meeting of Shareholders.