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
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Date of report (Date of earliest event reported)
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June 19, 2017 (June 13, 2017)
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SOUTHWEST IOWA RENEWABLE ENERGY, LLC
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(Exact Name of Registrant as Specified in Its Charter)
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IOWA
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000-53041
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20-2735046
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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10868 189th Street, Council Bluffs, Iowa
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51503
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(Address of Principal Executive Offices)
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(Zip Code)
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(712) 366-0392
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(Registrant’s Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☐
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Item 5.02
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Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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(b) Series B Director Eric J. Heismeyer voluntarily tendered his resignation from the Board of Directors (the “Board”) of Southwest Iowa Renewable Energy, LLC (the “Company”) effective June 13, 2017. Mr. Heismeyer served on the Board as a designee of Bunge North America, Inc. (“Bunge”). Bunge and Mr. Heismeyer decided to end his term on the Board in order for Mr. Heismeyer to focus on other assignments within Bunge. Mr. Heismeyer did not resign due to any disagreement with the Company regarding any matter relating to the Company’s operations, policies or practices.
(d) Effective June 13, 2017, Bunge, as the sole Series B Member and pursuant to the Company’s Fourth Amended and Restated Operating Agreement dated March 21, 2014, appointed Jason D. Klootwyk as the Series B Director of the Company to replace Mr. Heismeyer. Mr. Klootwyk is expected to serve on the Corporate Governance/Compensation Committee. Mr. Klootwyk will participate in the Company’s standard director compensation policy as disclosed in the Company’s most recent Proxy Statement filed with the Securities and Exchange Commission (the “SEC”) on December 16, 2016. However, consistent with historic practice and at the request of Mr. Klootwyk, the director fees payable to him pursuant to the director compensation policy will be paid directly to Bunge and he will not receive any cash or equity compensation from the Company for his service as a director. Mr. Klootwyk is Director, Interior Assets, of Bunge, with responsibility for Bunge’s U.S. grain assets tributary to the Mississippi and Ohio River basins. Mr. Klootwyk has been employed at Bunge since 1998 in a variety of capacities managing Bunge river and rail grain terminals. As disclosed in the Company’s Annual Report on Form 10-K filed with the SEC on December 16, 2016, Bunge is a substantial equity owner of and lender to the Company and, in addition, the Company is party to a series of contractual relationships with Bunge.
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.
Date: June 19, 2017
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SOUTHWEST IOWA RENEWABLE ENERGY, LLC
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By:
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/s/ Brian T. Cahill | |||
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Brian T. Cahill
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Chief Executive Officer
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