Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 2, 2021, Hillenbrand, Inc. (the "Company") announced the decision of Joe
A. Raver to retire from the Company as its President and Chief Executive Officer
and a member of the Board of Directors (the "Board"), effective December 31,
2021. Concurrently, the Company announced that Kimberly K. Ryan, Hillenbrand
Senior Vice President and President of its Coperion business, has been selected
to succeed Mr. Raver as President and Chief Executive Officer, effective January
1, 2022, at which time she will also join the Board. In the interim, Ms. Ryan
has been named Executive Vice President, effective immediately. Mr. Raver and
Ms. Ryan will work closely together to ensure a smooth leadership transition.
Ms. Ryan, age 54, has been with the Company since 1989. During her tenure, she
has served in a variety of senior leadership roles, including President of
Batesville Casket Company, and most recently as President of Coperion since
2015. As Executive Vice President, Ryan moves out of her role as President of
Coperion. Ulrich Bartel, President of Coperion's Polymer Division, has been
named Coperion President and joins the Hillenbrand Executive Management Team,
effective immediately.
The Company expects to enter into a new employment agreement and change in
control agreement with Ms. Ryan, and at such time will file an amendment to this
Form 8-K summarizing the terms of these agreements.
There are no family relationships between Ms. Ryan and any director or executive
officer of the Company that are required to be disclosed pursuant to Item 401(d)
of Regulation S-K, and there are no transactions between the Company and Ms.
Ryan that would require disclosure under Item 404(a) of Regulation S-K. Mr.
Raver's resignation was not the result of any disagreement with the Company on
any matter relating to the Company's operations, policies, or practices.
The press release attached as Exhibit 99.1 to this Report contains more detail
regarding the retirement and appointments set forth above.
Item 7.01 Regulation FD Disclosure.
Exhibit 99.1 is incorporated into this Item 7.01 by reference. The information
furnished in this Item 7.01 and Exhibit 99.1 shall not be deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), or otherwise subject to the liabilities of that section, and
shall not be deemed to be incorporated by reference into any Company filing
under the Securities Act of 1933, as amended, or the Exchange Act, except as
shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Description
99.1 Press Release, dated June 2, 2021
104 Cover Page Interactive Data File - the cover page XBRL tags are
embedded within the Inline XBRL document.
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