Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On May 12, 2020, the Board of Directors (the "Board") of Libbey Inc. (the
"Company" or "Libbey") resolved to increase the size of the Board from eight to
ten directors and elected Mr. Patrick J. Bartels, Jr. and Mr. Timothy R. Pohl to
serve as directors, effective immediately. Mr. Bartels was elected as a member
of Class I of the Board, to serve until the 2021 annual meeting of
shareholders or until his earlier resignation, removal or death. Mr. Pohl was
elected as a member of Class II of the Board, to serve until the 2022 annual
meeting of shareholders or until his earlier resignation, removal or death. Mr.
Bartels and Mr. Pohl have not yet been appointed to any committees of the
Board.
The Company will enter into a standard director indemnity agreement with each of
Mr. Bartels and Mr. Pohl, a form of which was filed with the SEC as Exhibit
10.23 to the Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 2019. In addition, the Company will enter into an independent
director agreement with each of Mr. Bartels and Mr. Pohl, pursuant to which
each will be paid a monthly fee of $50,000, but no less than $300,000 in the
aggregate, as compensation for his service as a director. The foregoing
description of the independent director agreement does not purport to be a
complete description and is qualified in its entirety by reference to the full
text of the form of independent director agreement, a copy of which will be
filed with Libbey's Quarterly Report on Form 10-Q for the period ended March 31,
2020. Except as disclosed in this Current Report on Form 8-K, there are no
arrangements or understandings with any other person pursuant to which Mr.
Bartels and Mr. Pohl were appointed as directors of the Company. There are also
no family relationships between Mr. Bartels or Mr. Pohl and any of the Company's
directors or executive officers. Except as disclosed in this Current Report on
Form 8-K, neither Mr. Bartels nor Mr. Pohl has any direct or indirect material
interest in any transaction required to be disclosed pursuant to Item 404(a) of
Regulation S-K.
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LIBBEY INC. 
