UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Emerging growth company
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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 March 4, 2020 the board of directors (the “Board”) of Air Products and Chemicals, Inc. (the “Company”) elected Lisa A. Davis as a director of the Company, effective immediately, to a term expiring following the election and qualification of her successor at the Company’s 2021 annual meeting of stockholders. Until recently, Ms. Davis, 56, served as a member of the managing board of Siemens AG, responsible as Chief Executive Officer for Siemens Gas and Power, and as a member of the board of directors of Siemens Gamesa Renewable Energy SA. She also previously served as Chair and Chief Executive Officer of Siemens Corporation USA.
In connection with her election, the Board considered the independence of Ms. Davis under New York Stock Exchange listing standards and the Company’s Corporate Governance Guidelines and concluded that she will be an independent director under these standards. The Board assigned Ms. Davis to serve as a member of its Corporate Governance and Nominating Committee and its Management Development and Compensation Committee.
Ms. Davis will receive compensation and be subject to indemnification for serving as a member of the Board consistent with the Company’s normal arrangements for non-employee directors, which are described in the Company’s definitive proxy statement for its 2020 annual meeting of stockholders. There are no arrangements or understandings between Ms. Davis and any other person pursuant to which Ms. Davis was elected as a director, and neither Ms. Davis nor any of her immediate family members is a party, either directly or indirectly, to any transaction that would be required to be reported under Item 404(a) of Regulation S-K.
A copy of the Company’s press release announcing the election of Ms. Davis is filed as Exhibit 99.1 hereto and is incorporated by reference herein.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
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Description | |||
| 99.1 |
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| 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.
| Air Products and Chemicals, Inc. | ||||||
| (Registrant) | ||||||
| Date: March 9, 2020 |
By: |
/s/ Sean D. Major | ||||
| Sean D. Major | ||||||
| Executive Vice President, General Counsel and Secretary | ||||||
Exhibit 99.1
| News Release |
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Air Products and Chemicals, Inc.
7201 Hamilton Boulevard, Allentown, PA 18195-1501
www.airproducts.com
Lisa A. Davis Elected to Air Products’ Board of Directors
LEHIGH VALLEY, Pa. (March 9, 2020) – Lisa A. Davis, a senior executive with more than three decades of leadership experience across energy and manufacturing industries, has joined Air Products’ (NYSE:APD) Board of Directors.
Air Products’ Chairman, President and Chief Executive Officer (CEO) Seifi Ghasemi said, “Lisa’s extensive, global experience is very much in line with our strategic focus, particularly world-scale energy and environmental projects. I know she will make significant contributions to our Board as Air Products continues to create value for shareholders by innovating alongside our customers to help make them more sustainable.”
From August 2014 to February 2020, Ms. Davis served as a member of the Managing Board for Siemens AG responsible as CEO for Siemens Gas and Power, which includes Power Generation, Power Services, Oil and Gas, Transmission and New Fuels, and operates in over 80 countries. Also, during her tenure at Siemens, she served as Chair and CEO of Siemens Corporation USA, the largest market globally for Siemens AG, and as a member of the Board of Directors of Siemens Gamesa Renewable Energy SA.
Prior to joining Siemens, Ms. Davis served in various capacities and leadership positions with Royal Dutch Shell, Texaco USA and Exxon Corporation in upstream and downstream operations and project development, including most recently as Executive Vice President—Strategy, Portfolio and Alternative Energy and Vice President—Lubricants and Commercial Fuels Americas.
Ms. Davis holds a Bachelor of Science degree in Chemical Engineering from the University of California, Berkeley. In addition to the Air Products Board, she is a non-executive director for Penske Automotive Group and Kosmos Energy Ltd.
About Air Products
Air Products (NYSE:APD) is a world-leading industrial gases company in operation for nearly 80 years. Focused on serving energy, environment and emerging markets, the Company provides essential industrial gases, related equipment and applications expertise to customers in dozens of industries, including refining, chemical, metals, electronics, manufacturing, and food and beverage. Air Products is also the global leader in the supply of liquefied natural gas process technology and equipment. The Company develops, engineers, builds, owns and operates some of the world’s largest industrial gas projects, including gasification projects that sustainably convert abundant natural resources into syngas for the production of high-value power, fuels and chemicals.
The Company had fiscal 2019 sales of $8.9 billion from operations in 50 countries and has a current market capitalization of about $55 billion. More than 17,000 passionate, talented and committed employees from diverse backgrounds are driven by Air Products’ higher purpose to create innovative solutions that benefit the environment, enhance sustainability and address the challenges facing customers, communities, and the world. For more information, visit airproducts.com or follow us on LinkedIn, Twitter, Facebook or Instagram.
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NOTE: This release may contain forward-looking statements within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on management’s reasonable expectations and assumptions as of the date of this release regarding important risk factors. Actual performance and financial results may differ materially from projections and estimates expressed in the forward-looking statements because of many factors not anticipated by management, including risk factors described in the company’s Form 10K for its fiscal year ended September 30, 2019.
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Media Inquiries:
Katie McDonald, tel: (610) 481-3673; email: mcdonace@airproducts.com.
Investor Inquiries:
Simon Moore, tel: (610) 481-7461; email: mooresr@airproducts.com.