Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 8, 2021, the Board of Directors (the "Board") of The Timken Company
(the "Company") approved an increase in the size of the Board from eleven to
twelve members and elected Sarah C. Lauber as a director. Ms. Lauber will begin
serving as a director on January 8, 2021 for a term that expires at the 2021
Annual Meeting of Shareholders of the Company and will also serve on the Audit
and Compensation Committees of the Board. Ms. Lauber is the Chief Financial
Officer & Secretary of Douglas Dynamics, Inc., a premier manufacturer and
upfitter of work truck attachments and equipment.
In connection with her appointment and service to the Board, Ms. Lauber will
receive the same compensation as all other non-employee directors of the Company
as disclosed in the Company's definitive proxy statement on Schedule 14A, filed
with the Securities and Exchange Commission (the "SEC") on March 17, 2020. Ms.
Lauber and the Company will also enter into the Company's standard director
indemnification agreement, the form of which was previously filed with the SEC
as Exhibit 10.1 to the Company's Annual Report on Form 10-K for the year ended
December 31, 2019.
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