UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 1, 2016
MYR GROUP INC.
(Exact name of registrant as specified in its charter)
| Delaware | 1-08325 | 36-3158643 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| Three Continental Towers 1701 Golf Road, Suite 3-1012 Rolling Meadows, IL |
60008 | |||
| (Address of Principal Executive Offices) | (ZIP Code) | |||
Registrant’s telephone number, including area code: (847) 290-1891
None
(Former Name or Former Address, if Changed Since Last Report)
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)) |
| Item 8.01 | Other Events. |
On September 1, 2016 MYR Group Inc. (the “Company”) issued a press release announcing the promotion of Richard “Rick” Swartz from Senior Vice President and Chief Operating Officer to the position of Executive Vice President and Chief Operating Officer.
Mr. Swartz has over 30 years of experience in the electrical construction industry, beginning with the C&I segment at Sturgeon Electric, a division of MYR Group, in the early 1980s. He has served in multiple roles for MYR Group, including Vice President in the C&I division, Vice President of T&D for Midwest operations, Group Vice President C&I and T&D West, and most recently Senior Vice President and COO.
Changes to the compensation of Mr. Swartz relating to his promotion include an increase in annual base salary to $500,000, effective September 1, 2016, and a one-time $175,000 restricted stock award. The restricted stock will vest in equal, annual installments over a period of three years with the first installment vesting on the first anniversary of the date of grant.
| Item 9.01 | Financial Statements and Exhibits. |
(d) The following exhibit is being filed with this Current Report on Form 8-K.
| 99.1 | MYR Group Inc. Press Release dated September 1, 2016. |
SIGNATURE
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.
| MYR GROUP INC. | ||||
| Dated: September 1, 2016 | By: | /s/ BETTY R. JOHNSON | ||
| Name: | Betty R. Johnson | |||
| Title: | Senior Vice President, Chief Financial | |||
| Officer and Treasurer | ||||
exhibit index
| Exhibit No. | Description | |
| 99.1 | MYR Group Inc. Press Release dated September 1, 2016. |
Exhibit 99.1
MYR Group Inc. Announces
Promotion of COO Richard Swartz to Executive Vice President
Rolling Meadows, Ill., September 1, 2016 — MYR Group Inc. (“MYR Group”) (NASDAQ: MYRG), a leading specialty contractor serving the electrical infrastructure market in the United States and Canada, announced today that Richard “Rick” Swartz has been promoted from Senior Vice President and Chief Operating Officer to the position of Executive Vice President and Chief Operating Officer.
MYR Group’s President and CEO Bill Koertner said, “Rick will assume greater responsibility for marketing, safety, fleet, acquisitions and certain administrative functions. Rick will also assume additional responsibilities to support the Company’s growth initiatives.”
Mr. Swartz has over 30 years of experience in the electrical construction industry, beginning with the C&I segment at Sturgeon Electric, a division of MYR Group, in the early 1980s. He has served in multiple roles for MYR Group, including Vice President in the C&I division, Vice President of T&D for Midwest operations, Group Vice President C&I and T&D West, and most recently Senior Vice President and COO.
About MYR Group Inc.
MYR Group is a leading specialty contractor serving the electrical infrastructure market throughout the United States and Canada, and has the experience and expertise to complete electrical installations of any type and size. MYR Group’s comprehensive services on electric transmission and distribution networks and substation facilities include design, engineering, procurement, construction, upgrade, maintenance and repair services. MYR Group’s transmission and distribution customers include investor-owned utilities, cooperatives, private developers, government-funded utilities, independent power producers, independent transmission companies, industrial facility owners and other contractors. MYR Group also provides commercial and industrial electrical contracting services to general contractors, commercial and industrial facility owners, local governments and developers generally throughout the western and northeastern United States. For more information, visit myrgroup.com.
Forward-Looking Statements
Various statements in this announcement, including those that express a belief, expectation, or intention, as well as those that are not statements of historical fact, are forward-looking statements. The forward-looking statements may include projections and estimates concerning the timing and success of specific projects and our future production, revenue, income, capital spending, segment improvements and investments. Forward-looking statements are generally accompanied by words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “objective,” “outlook,” “plan,” “project,” “likely,” “unlikely,” “possible,” “potential,” “should” or other words that convey the uncertainty of future events or outcomes. The forward-looking statements in this announcement speak only as of the date of this announcement; we disclaim any obligation to update these statements (unless required by securities laws), and we caution you not to rely on them unduly. We have based these forward-looking statements on our current expectations and assumptions about future events. While our management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control. No forward-looking statement can be guaranteed and actual results may differ materially from those projected. Forward-looking statements in this press announcement should be evaluated together with the many uncertainties that affect MYR's business, particularly those mentioned in the risk factors and cautionary statements in Item 1A of MYR's Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and in any risk factors or cautionary statements contained in MYR's subsequent Quarterly Reports on Form 10-Q or Current Reports on Form 8-K.
Contact
Betty R. Johnson, Chief Financial Officer
MYR Group Inc., 847-290-1891, investorinfo@myrgroup.com
Kristine Walczak
Dresner Corporate Services, 312-780-7240, kwalczak@dresnerco.com