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): November 10, 2017

GLOBAL BRASS AND COPPER HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

(847) 240-4700

(Registrant’s telephone number, including area code)

N/A

(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:

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.  ☐

Section 5 – Corporate Governance and Management

(b) On November 16, 2017, Global Brass and Copper Holdings, Inc. (the “Company”) announced that Scott B. Hamilton will retire from the Company on March 1, 2018. Additionally, effective November 10, 2017, Mr. Hamilton stepped down from his role as the Company’s General Counsel and Corporate Secretary. Until his retirement, Mr. Hamilton has agreed to serve as an Executive Advisor to the Company’s Chief Executive Officer. If a separation or other agreement is entered into with Mr. Hamilton, it will be filed as an amendment to this Form 8-K.

Also, the Company has announced that, effective November 10, 2017, Anne-Marie W. D’Angelo assumed the role of General Counsel and Corporate Secretary. Prior to joining the Company, Ms. D’Angelo spent thirteen (13) years at McDonald’s Corporation, holding various roles of increasing responsibility, most recently serving as the Assistant U.S. General Counsel. Ms. D’Angelo holds a juris doctor degree from the University of Notre Dame and a bachelor’s degree from the College of the Holy Cross. She is a member of the State Bar of Illinois.

A copy of the press release announcing the retirement of Mr. Hamilton and the appointment of Ms. D’Angelo is attached hereto as Exhibit 99.1.

Section 9 – Financial Statements and Exhibits

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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.

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