becn-8k_20190102.htm

 

 

 

 

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): January 2, 2019

 

BEACON ROOFING SUPPLY, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

000-50924

36-417337

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

505 Huntmar Park Drive, Suite 300, Herndon, VA 20170

(Address of Principal Executive Offices) (Zip Code)

 

(571) 323-3939

(Registrant’s telephone number, including area code)

 

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 (see General Instructions A.2. below):

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 

 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

 

(c) Appointment of New Principal Operating Officer

 

On January 2, 2019, Beacon Roofing Supply, Inc. (the "Company") issued a press release announcing that C. Eric Swank, age 50, has been promoted to the position of Chief Operating Officer, effective immediately. A copy of the press release is attached hereto as Exhibit 99 and is incorporated by reference herein.

In recognition of Mr. Swank's promotion, the Compensation Committee of Company's Board of Directors approved a grant of 5,847 options, 3,843 performance-based restricted stock units and 1,921 time-based restricted stock units under the Company's Amended and Restated 2014 Stock Plan. The grant was effective January 2, 2019. The options have an exercise price of $32.53 (the closing price of our common stock on January 2, 2019), and vest one-third annually starting on the first anniversary of the grant and expire on the tenth anniversary of the date of grant. Each restricted stock unit represents a contingent right to receive one share of the Company’s common stock  The restricted stock units will vest on the third anniversary of the date of grant.  In addition, performance-based restricted stock units may not vest, or may vest at, above or below the number of units granted depending on Company performance. All restricted stock units and option awards are subject to continued employment, except under certain conditions.

 

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

 

Exhibit Index

Exhibit

Number

 

Description

99

 

Beacon Roofing Supply, Inc. Press Release, dated January 2, 2019


SIGNATURES

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 thereunto duly authorized.

 

 

 

BEACON ROOFING SUPPLY, INC.

 

 

 

 

Date: January 2, 2019

 

By:

/s/ JOSEPH M. NOWICKI

 

 

 

JOSEPH M. NOWICKI

 

 

 

Executive Vice President & Chief Financial Officer

 

 

becn-ex99_6.htm

EXHIBIT 99

 

 

January 2, 2019

 

Beacon Roofing Supply Promotes C. Eric Swank to Chief Operating Officer

 

HERNDON, Va.--(BUSINESS WIRE)-- Beacon Roofing Supply, Inc. (Nasdaq: BECN), announced today that it has promoted Chief Commercial Officer C. Eric Swank to Chief Operating Officer (“COO”), effective immediately. As COO, Mr. Swank will lead Beacon’s $6 billion roofing and exterior products business, in addition to having Company-wide responsibility for sales, marketing and supply chain.    

A 15-year veteran of Beacon, Mr. Swank has held a number of progressive roles with the Company that have provided him with a deep knowledge of all facets of Beacon’s operations. In 2004, he started as Vice President of Human Resources and was promoted to Senior Vice President of Sales and Marketing in 2005. He then was named Senior Vice President Operations for the Mid-Atlantic region in January 2006 while maintaining responsibility for sales and marketing until 2007. In 2013, he was appointed Executive Vice President of the East Division, and then, in 2016, took on the additional role of Chief Sales and Marketing Officer. Upon the acquisition of Allied in January 2018, Mr. Swank was promoted to the role of Chief Commercial Officer and assumed oversight of the Company’s commercial strategy, including branding, marketing, sales, e-commerce, product management and pricing. Prior to joining Beacon, Mr. Swank spent thirteen years with Cintas Corporation in various operational roles of increasing responsibility. He is a graduate of Miami University of Ohio.

Paul Isabella, the Company's President & CEO, stated: "Today’s promotion of Eric to COO is an important step to achieving our future growth and profitability goals. His leadership skills and work ethic have been key to many of the initiatives that we have implemented over the years, most notably and recently our industry leading e-commerce platform. He has a deep understanding of all aspects of our business and the respect of our employees, customers and suppliers that is critical to role of COO.”  

Mr. Swank added:  “I am excited for the opportunity to lead such a tremendous team and to build upon our history of operational excellence and profitable growth. We will accomplish this through the deployment of our multi-channel strategy leveraging our broad geographic footprint and our industry leading digital platform that includes Beacon Pro+ and Beacon 3D+. Our goal is to be the partner of choice for our customers and suppliers and the employer of choice in the marketplace.”  

 

About Beacon Roofing Supply

 

Founded in 1928, Beacon Roofing Supply, Inc. is the largest publicly traded distributor of residential and commercial roofing materials and complementary building products, operating over 500 branches throughout all 50 states in the U.S. and 6 provinces in Canada. To learn more about Beacon and its family of regional brands, please visit www.becn.com.

 

 

Contact Information:

Beacon Roofing Supply, Inc.

Joseph Nowicki, Executive VP & CFO

571-323-3939

JNowicki@becn.com