Current Report Filing (8-k)
August 29 2016 - 5:07PM
Edgar (US Regulatory)
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): August 29, 2016 (August 24, 2016)
ALCOA INC.
(Exact name
of Registrant as specified in its charter)
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Pennsylvania
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1-3610
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25-0317820
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(State or Other Jurisdiction
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(Commission
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(I.R.S. Employer
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of Incorporation)
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File Number)
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Identification Number)
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390 Park Avenue, New York, New York
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10022-4608
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(Address of Principal Executive Offices)
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(Zip Code)
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Office of Investor Relations 212-836-2674
Office of the Secretary 212-836-2732
(Registrants telephone number, including area code)
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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(b) On August 24, 2016, Alcoa Inc. (Alcoa) announced that Audrey Strauss, Alcoa Executive Vice President, Chief Legal Officer and Corporate
Secretary, plans to retire at the completion of Alcoas separation later this year. Alcoa has named Kate Hargrove Ramundo Executive Vice President, Chief Legal Officer and Corporate Secretary of the future Arconic Inc., a role which will take
effect upon Alcoas separation.
A copy of Alcoas press release regarding the foregoing is attached hereto as Exhibit 99.1 and is incorporated
herein by reference.
Item 9.01.
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Financial Statements and Exhibits.
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The following is filed as an exhibit to this report:
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99.1
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Alcoa Inc. press release dated August 24, 2016.
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Forward-Looking Statements
This communication contains statements that relate to future events and expectations and as such constitute forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. Forward-looking statements include those containing such words as anticipates, believes, could, estimates, expects,
forecasts, intends, may, outlook, plans, projects, seeks, sees, should, targets, will, would, or other
words of similar meaning. All statements that reflect Alcoas expectations, assumptions or projections about the future, other than statements of historical fact, are forward-looking statements, including, without limitation, statements
regarding the separation transaction. Forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and changes in circumstances that are difficult to predict. Although Alcoa believes that the
expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that these expectations will be attained and it is possible that actual results may differ materially from those indicated by
these forward-looking statements due to a variety of risks and uncertainties. Such risks and uncertainties include, but are not limited to: (a) uncertainties as to the timing of the separation and whether it will be completed; (b) the
possibility that various closing conditions for the separation may not be satisfied; (c) the outcome of contingencies, including legal proceedings; (d) the impact of the separation on the businesses of Alcoa; (e) the risk that the
businesses will not be separated successfully or such separation may be more difficult, time-consuming or costly than expected, which could result in additional demands on Alcoas resources, systems, procedures and controls, disruption of its
ongoing business and diversion of managements attention from other business concerns; and (f) the other risk factors discussed in Alcoas Form 10-K for the year ended December 31, 2015, and other reports filed with the SEC.
Alcoa disclaims any obligation to update publicly any forward-looking statements, whether in response to new information, future events or otherwise, except as required by applicable law.
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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.
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ALCOA INC.
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By:
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/s/ Max Laun
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Name:
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Max Laun
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Title:
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Vice President and General Counsel
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Date: August 29, 2016
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EXHIBIT INDEX
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Exhibit No.
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Description
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99.1
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Alcoa Inc. press release dated August 24, 2016.
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