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EX-99.1 - EX-99.1 - Hillenbrand, Inc.a13-6511_1ex99d1.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): February 27, 2013

 

HILLENBRAND, INC.

(Exact Name of Registrant as Specified in Charter)

 

Indiana

 

1-33794

 

26-1342272

(State or Other Jurisdiction of Incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

One Batesville Boulevard

Batesville, Indiana

 

47006

(Address of Principal Executive Office)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (812) 934-7500

 

Not Applicable

(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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 5.02            Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On February 27, 2013, Hillenbrand, Inc. (the “Company”) appointed Joy M. Greenway to its Board of Directors.  Ms. Greenway will serve an initial term that will expire at the Company’s 2014 annual meeting of shareholders, at which time it is expected that she will be nominated for a two-year term.  Ms. Greenway was also appointed to the Board’s Audit Committee and Nominating/Corporate Governance Committee.

 

The Company’s press release announcing the appointment of Ms. Greenway is attached as Exhibit 99.1 to this Current Report.

 

Ms. Greenway will be entitled to receive compensation for her service on the Board of Directors consistent with the Company’s compensation program for non-employee directors, as described under the heading “Compensation of Directors” in the Company’s proxy statement for its 2013 annual meeting of shareholders, filed with the Securities and Exchange Commission on January 8, 2013.  That description is incorporated in this Current Report by reference.

 

Item 9.01                       Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press Release dated March 1, 2013 issued by the Company.

 

1



 

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 hereunto duly authorized.

 

 

HILLENBRAND, INC.

DATE: March 1, 2013

 

 

 

 

 

BY:

/S/ Cynthia L. Lucchese

 

Cynthia L. Lucchese

 

Senior Vice President and

 

Chief Financial Officer

 

 

DATE: March 1, 2013

 

 

 

 

 

BY:

/S/ John R. Zerkle

 

John R. Zerkle

 

Senior Vice President,

 

General Counsel and Secretary

 

2



 

EXHIBIT INDEX

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press Release dated March 1, 2013 issued by the Company.

 

3