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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):
May 12, 2020
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Horizon
Global Corporation
(Exact Name of
Registrant as Specified in Charter)
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Delaware
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001-37427
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47-3574483
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_____________________
(State or Other
Jurisdiction
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_____________
(Commission
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______________
(IRS
Employer
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of
Incorporation)
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File
Number)
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Identification
No.)
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47912
Halyard Drive, Suite 100, Plymouth, Michigan
_____________________
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48170
___________
(Zip
Code)
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(Address of
principal executive offices)
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Registrant’s
telephone number, including area code:
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(734)
656-3000
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Not
Applicable
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________________________________________
(Former name or
former address, if changed since last report)
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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))
Securities
registered pursuant to Section 12(b) of the Act:
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Title of
each class
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Trading
Symbol(s)
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Name of each
exchange on which registered
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Common Stock, $0.01 par
value
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HZN
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New York Stock
Exchange
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Indicate by check
mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR
§240.12b-2).
Emerging growth
company þ
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. þ
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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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On May 12,
2020, David A. Roberts, a current member of the Board of Directors
(the “Board”) of Horizon Global Corporation (the “Company”), with a
term expiring at the Company’s 2020 Annual Stockholder Meeting
(“2020 Annual Meeting”), notified the Company he will not stand for
re-election at the 2020 Annual Meeting.
Mr. Roberts
currently serves as Chair on the Board’s Compensation Committee,
and his service in this role will also end effective as of the 2020
Annual Meeting. Mr. Roberts’ retirement from the Board did not
result from a disagreement with the Company.
The Board
expressed its thanks to Mr. Roberts for his service to the Board,
and decreased the size of the Board from nine to eight members,
effective as of the 2020 Annual Meeting.
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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HORIZON
GLOBAL CORPORATION
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Date:
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May 15,
2020
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By:
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/s/ Jay
Goldbaum
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Name:
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Jay
Goldbaum
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Title:
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General Counsel
and Corporate Secretary
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