UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM 8-K

Transcription

1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washingtn, D.C FORM 8-K CURRENT REPORT Pursuant t Sectin 13 r 15(d) f the Securities Exchange Act f 1934 Date f Reprt (Date f earliest event reprted) Nvember 27, 2018 TENNANT COMPANY (Exact name f registrant as specified in its charter) Minnesta (State r ther jurisdictin f incrpratin) (Cmmissin File Number) (IRS Emplyer Identificatin N.) 701 Nrth Lilac Drive, P.O. Bx 1452 Minneaplis, Minnesta (Address f principal executive ffices) (Zip Cde) Registrant s telephne number, including area cde (763) Check the apprpriate bx belw if the Frm 8-K filing is intended t simultaneusly satisfy the filing bligatin f the registrant under any f the fllwing prvisins ( seegeneral Instructin A.2. belw): Written cmmunicatins pursuant t Rule 425 under the Securities Act (17 CFR ) Sliciting material pursuant t Rule 14a-12 under the Exchange Act (17 CFR a-12) Pre-cmmencement cmmunicatins pursuant t Rule 14d-2(b) under the Exchange Act (17 CFR d-2(b)) Pre-cmmencement cmmunicatins pursuant t Rule 13e-4(c) under the Exchange Act (17 CFR e-4(c)) Indicate by check mark whether the registrant is an emerging grwth cmpany as defined in Rule 405 f the Securities Act f 1933 (17 CFR ) r Rule 12b-2 f the Securities Exchange Act f 1934 (17 CFR b-2). Emerging grwth cmpany If an emerging grwth cmpany, indicate by check mark if the registrant has elected nt t use the extended transitin perid fr cmplying with any new r revised financial accunting standards prvided pursuant t Sectin 13(a) f the Exchange Act.

2 Item Departure f Directrs r Certain Officers; Electin f Directrs; Appintment f Certain Officers; Cmpensatry Arrangements f Certain Officers. On Nvember 27, 2018, Tennant Cmpany (the Cmpany ) annunced the appintment f Keith A. Wdward as Senir Vice President, Chief Financial Officer, effective December 1, Mr. Wdward succeeds Tm Paulsn, wh annunced his intentin t retire frm the Cmpany in July Mr. Paulsn will remain emplyed with the Cmpany thrugh January 24, 2019 t facilitate a smth transitin. Mr. Wdward, age 54, previusly served in varius finance psitins f expanding leadership at General Mills, Inc., a glbal fd cmpany, frm 1991 t August 2017, including mst recently as Senir Vice President, Glbal Treasurer frm 2015 t 2017 and Senir Vice President, Finance, U.S. Retail frm 2008 t Mr. Wdward is a member f the bard f directrs f Seneca Fds Crpratin and Phillips Distilling Cmpany. In cnnectin with the cmmencement f Mr. Wdward s emplyment, the Cmpensatin Cmmittee f the Cmpany s Bard f Directrs (the Cmmittee ) apprved Mr. Wdward s annual base salary f $435,000. The Cmmittee apprved a shrt-term incentive plan target equal t 60% f base salary and a lngterm incentive plan target equal t 150% f base salary, bth effective fr grants fr fiscal The Cmmittee apprved the grant f a ne-time restricted stck unit award with a grant date fair value equal t $500,000 that cliff vests n the third anniversary f the date f grant, subject t the terms f the standard frm f RSU agreement fr executive fficers, t be granted upn the cmmencement f Mr. Wdward s emplyment r the first date thereafter n which the Cmpany s stck trading windw is pen. Mr. Wdward will als be a participant under the Cmpany s Executive Officer Severance Plan. A press release annuncing Mr. Wdward s appintment is attached as Exhibit 99. Item Financial Statements and Exhibits. (d) Exhibits. The fllwing exhibit is filed herewith: 99 News release annuncing appintment f CFO. 2

3 SIGNATURES Pursuant t the requirements f the Securities Exchange Act f 1934, the registrant has duly caused this reprt t be signed n its behalf by the undersigned hereunt duly authrized. Tennant Cmpany Date: Nvember 27, 2018 By: /s/ Thmas Paulsn Thmas Paulsn Senir Vice President and Chief Financial Officer 3

4 Exhibit 99 INVESTOR CONTACT: MEDIA CONTACT: Tm Paulsn Kathryn Lvik Senir Vice President and Chief Financial Officer Glbal Cmmunicatins Directr Tennant Annunces Keith A. Wdward as Senir Vice President, CFO, Replacing Retiring Tm Paulsn MINNEAPOLIS, Nv. 27, 2018 Tennant Cmpany (NYSE:TNC), a leading cleaning slutins prvider, is pleased t annunce the appintment f Keith A. Wdward t the psitin f Senir Vice President, CFO, effective Dec. 1, Mr. Wdward replaces Tm Paulsn wh annunced his retirement earlier this year. Mr. Wdward brings mre than 30 years f finance and crprate leadership experience t Tennant, having spent the last 26 years with General Mills, Inc., mst recently as Senir Vice President, Glbal Treasurer and prir t that as Senir Vice President, Finance, U.S. Retail fr seven years. In his varius and expanding leadership rles at General Mills, Mr. Wdward gained deep financial expertise and experience in perating finance rles, capital markets, M&A and prtfli shaping, and business strategy. He hlds his undergraduate degree and MBA frm Indiana University and currently sits n the Bards f Directrs fr Seneca Fds Crpratin and Phillips Distilling Cmpany. We are thrilled t have Keith Wdward jin ur senir management team as CFO at Tennant Cmpany. With his depth f experience, we lk t Keith t cntinue t drive ur grwth and prfitability at Tennant, said Chris Killingstad, President and CEO f Tennant Cmpany. Keith s extensive leadership backgrund and demnstrated cmmitment t financial excellence make him the ideal chice t drive Tennant s cntinued mmentum and uphld the high standards we ve set fr Tennant under the leadership f ur retiring CFO, Tm Paulsn, said Killingstad, adding, I want t persnally thank Tm fr his dedicatin and cmmitment t Tennant Cmpany and wish him well in his retirement. Mr. Wdward will reprt directly t Chris Killingstad and will be lcated at Tennant Cmpany s wrld headquarters in Glden Valley, Minn. (mre)

5 Cmpany Prfile Funded in 1870, Tennant Cmpany (TNC), headquartered in Minneaplis, Minnesta, is a wrld leader in designing, manufacturing and marketing slutins that empwer custmers t achieve quality cleaning perfrmance, reduce their envirnmental impact and help create a cleaner, safer, healthier wrld. Its prducts include equipment fr maintaining surfaces in industrial, cmmercial and utdr envirnments; detergent-free and ther sustainable cleaning technlgies; cleaning tls and supplies; and catings fr prtecting, repairing and upgrading surfaces. Tennant s glbal field service netwrk is the mst extensive in the industry. Tennant Cmpany had sales f $1.0 billin in 2017 and has apprximately 4,300 emplyees. Tennant has manufacturing peratins thrughut the wrld; and sells prducts directly in 15 cuntries and thrugh distributrs in mre than 100 cuntries. Fr mre infrmatin, visit and The Tennant Cmpany lg and ther trademarks designated with the symbl are trademarks f Tennant Cmpany registered in the United States and/r ther cuntries. ###