Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 4, 2021, CECO Environmental Corp. (the "Company") increased the size
of the Board of Directors of the Company (the "Board") from eight to nine
directors and appointed Richard F. Wallman to serve as a director of the
Company. Mr. Wallman's term will expire on the date of the Company's 2022 Annual
Meeting of Stockholders. The Board has determined that Mr. Wallman qualifies as
an independent director under the applicable rules of the Nasdaq Stock Market
LLC.
The is no arrangement or understanding between Mr. Wallman or any other person
pursuant to which he was elected as a director. There are no transactions in
which Mr. Wallman has an interest requiring disclosure under Item 404(a) of
Regulation S-K. For his service on the Board, Mr. Wallman will be entitled to
the same compensation arrangements as the Company's other non-employee
independent and non-affiliated directors, as described in the Company's
Definitive Proxy Statement filed with the Securities and Exchange Commission on
April 15, 2021.
Item 8.01 Other Events.
On November 8, 2021, the Company issued a press release announcing the
appointment of Mr. Wallman as a director. A copy of the press release is
attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Exhibit Title
99.1 Press Release of CECO Environmental Corp. dated November 8, 2021.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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