UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 3, 2023, Dover Corporation (the “Company”) announced that the Company’s board of directors (the “Board”) elected Marc A. Howze as a new independent director effective as of November 3, 2023. Mr. Howze’s election increases the size of the Board to 11 directors, 10 of whom are independent directors.
The Board determined that Mr. Howze qualifies as “financially literate” and as an “independent director” pursuant to the rules of the New York Stock Exchange, and appointed Mr. Howze as a member of the Audit Committee of the Board.
Mr. Howze is Senior Advisor, Office of the Chairman, at Deere & Company (“Deere”). He has served in various legal and business roles at Deere since joining the company in 2001. He also serves on the Board of Directors of Nationwide Mutual Insurance Company and Lincoln Electric Holdings, Inc.
Mr. Howze has no family relationships with any director or executive officer of the Company, and there are no arrangements or understandings with any person pursuant to which he was selected as a director of the Company. In addition, there have been no transactions directly or indirectly involving Mr. Howze that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
| Item 7.01 | Regulation FD Disclosure. |
On November 3, 2023, the Company issued a press release announcing the election of Mr. Howze to the Board, a copy of which is furnished as Exhibit 99.1 hereto and incorporated in this Item 7.01 by reference.
The information in this Item 7.01 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such disclosure in this Form 8-K in such a filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
The following exhibits are furnished as part of this report:
| 99.1 | Press Release of Dover Corporation issued November 3, 2023. | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: November 3, 2023 | DOVER CORPORATION | |||||
| (Registrant) | ||||||
| By: | /s/ Ivonne M. Cabrera | |||||
| Ivonne M. Cabrera | ||||||
| Senior Vice President, General Counsel & Secretary | ||||||
Exhibit 99.1
| Investor Contact: | Media Contact: | |
| Jack Dickens | Adrian Sakowicz | |
| Senior Director – Investor Relations | Vice President – Communications | |
| (630) 743-2566 | (630) 743-5039 | |
| jdickens@dovercorp.com | asakowicz@dovercorp.com |
Dover Board Elects Marc A. Howze as New Independent Director
DOWNERS GROVE, Ill., November 3, 2023 - Dover (NYSE: DOV) today announced that its Board of Directors has elected Marc A. Howze as a new independent director effective immediately. Mr. Howze’s appointment increases the size of the Board to 11 directors, 10 of whom are independent directors. Mr. Howze will serve on the Board’s Audit Committee.
Mr. Howze is Senior Advisor, Office of the Chairman at Deere & Company (Deere), a position he assumed in 2022. Mr. Howze joined Deere in 2001 as an attorney and later served as Manager, Business Development and Strategy, and as Associate General Counsel and Corporate Secretary. He then moved to Deere’s Ag & Turf division, where his positions included Turf Care Factory Manager, and Global Director, Cotton Harvesting Product Line. Subsequently, Mr. Howze became Vice President, Global Human Resources in 2012 and assumed additional responsibility for Employee Communications in 2014. He was named Senior Vice President and Chief Administrative Officer in 2016, and in 2020 took on the additional role of Group President, Lifecycle Solutions.
Richard J. Tobin, Dover’s President and Chief Executive Officer said, “We are pleased to be welcoming Marc Howze to the Dover Board. Marc has had a long and distinguished career at Deere and his extensive experience spearheading strategic initiatives to improve operations and deliver customer value, and his leadership of the human resources and employee health and safety functions will serve the Board and our management team well. We look forward to his contributions as we work together to continue delivering long-term value for our shareholders.”
Prior to joining Deere, Mr. Howze served as an officer in the U.S. Army, attaining the rank of major. He also serves on the Board of Directors of Lincoln Electric Holdings, Inc. and Nationwide Mutual Insurance Company.
About Dover:
Dover is a diversified global manufacturer and solutions provider with annual revenue of over $8 billion. We deliver innovative equipment and components, consumable supplies, aftermarket parts, software and digital solutions, and support services through five operating segments: Engineered Products, Clean Energy & Fueling, Imaging & Identification, Pumps & Process Solutions, and Climate & Sustainability Technologies. Dover combines global scale with operational agility to lead the markets we serve. Recognized for our entrepreneurial approach for over 65 years, our team of over 25,000 employees takes an ownership mindset, collaborating with customers to redefine what’s possible. Headquartered in Downers Grove, Illinois, Dover trades on the New York Stock Exchange under “DOV.” Additional information is available at dovercorporation.com.