UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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, 2019
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U.S. Silica Holdings, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of incorporation)
001-35416 | 26-3718801 | |
(Commission File Number) | (IRS Employer Identification No.) | |
24275 Katy Freeway, Suite 600, Katy, Texas | 77494 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (281) 258-2170
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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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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) Effective July 10, 2019, Bonnie C. Lind was appointed to serve as an independent director of the Board of Directors of U.S. Silica Holdings, Inc. (“U.S. Silica”) as well as an independent member of the Board’s Audit Committee and Nominating & Governance Committee. Ms. Lind will serve as a director until the next annual meeting of our stockholders and will be subject to election by the vote of stockholders at such meeting.
Ms. Lind will be entitled to participate in U.S. Silica’s non-employee director compensation program on the same basis as other directors. Ms. Lind will also be entitled to enter into U.S. Silica’s standard indemnification agreement for directors.
There are no arrangements or understandings between Ms. Lind and any other persons pursuant to which Ms. Lind was selected as a director. There are no relationships between Ms. Lind and U.S. Silica or its subsidiaries that would require disclosure pursuant to Item 404(a) of Regulation S-K.
A copy of U.S. Silica’s press release announcing the appointment of Ms. Lind is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits. The following exhibit is furnished herewith:
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.
Date: July 10, 2019
U.S. SILICA HOLDINGS, INC. | ||||||
/s/ W. Andrew Macan | ||||||
W. Andrew Macan | ||||||
Senior Vice President, General Counsel & Corporate Secretary | ||||||
News Release
U.S. Silica Expands Board of Directors with Appointment of Bonnie C. Lind
Katy, TX, July 10, 2019 – U.S. Silica Holdings, Inc. (NYSE: SLCA) today announced that it has appointed Bonnie C. Lind to its Board of Directors. The election of Ms. Lind increases the size of the Company's Board to seven members. Ms. Lind will also serve as an independent member of the Audit and Nominating & Governance Committees of the Board.
Ms. Lind has served as Senior Vice President, Chief Financial Officer & Treasurer of Neenah, Inc. since 2004. She currently serves on the Board of Directors of Hubbell, Inc. Ms. Lind was an employee of Kimberly-Clark from 1982 until 2004, holding a variety of increasingly senior financial and operations positions. From 1999 until June 2004, Ms. Lind served as the Assistant Treasurer of Kimberly-Clark and was responsible for managing global treasury operations. Prior to that, she was Director of Kimfibers with overall responsibility for the sourcing and distribution of pulp to Kimberly-Clark's global operations.
Commenting on the addition of Ms. Lind to the U.S. Silica board, President and Chief Executive Officer Bryan Shinn said, "Bonnie brings a wealth of public company, financial and operating expertise to U.S Silica, and I am delighted to welcome her to our board."
"Our board was committed to add a new member who would complement our board's breadth of talent and background. We are thrilled to have identified such an outstanding individual in Bonnie," said Charles Shaver, U.S. Silica's chairman. "She will bring new business perspective and invaluable insight to our board as we look to continue to grow our business and seek new opportunities to create and deliver shareholder value."
"I'm pleased to join Bryan, Charlie and the other U.S. Silica board members as this is a very exciting time for the Company," said Ms. Lind. "I look forward to leveraging my 30 plus years of experience to contribute to U.S. Silica’s success."
About U.S. Silica
U.S. Silica Holdings, Inc. is a performance materials company and is a member of the Russell 2000 Index. The Company is a leading producer of commercial silica used in a wide range of industrial applications and in the oil and gas industry. Over its 119-year history, U.S. Silica has developed core competencies in mining, processing, logistics and materials science that enable it to produce and cost-effectively deliver over 1,500 diversified products to customers across our end markets. U.S. Silica's wholly-owned subsidiaries include EP Minerals and SandBox Logistics™. EP Minerals is an industry leader in the production of products derived from diatomaceous earth, perlite, engineered clays,
and non-activated clays. SandBox Logistics™ is a state-of-the-art leader in proppant storage, handling and well-site delivery, dedicated to making proppant logistics cleaner, safer and more efficient. The Company currently operates 27 mines and production facilities. The Company is headquartered in Katy, Texas and has offices in Frederick, Maryland, Reno, Nevada and Chicago, Illinois.
Contact:
Michael Lawson
Vice President of Investor Relations and Corporate Communications
(301) 682-0304
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