UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| (Address of Principal Executive Offices) | (Zip Code) |
(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 Instruction 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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
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. |
On December 9, 2024, Dover Corporation (“Dover” or the “Company”) announced that Brad M. Cerepak, Dover’s Senior Vice President and Chief Financial Officer, plans to retire from Dover effective as of January 31, 2025. Mr. Cerepak has served as Dover’s Chief Financial Officer since May 2011.
Effective as of January 31, 2025, Chris Woenker, 42, will be elected as Dover’s Senior Vice President and Chief Financial Officer. Mr. Woenker currently serves as the Chief Financial Officer of Dover’s Engineered Products and Climate & Sustainability Technologies segments. Prior to Dover’s re-segmentation in 2019, he served as the Chief Financial Officer of Dover’s Engineered Systems segment.
There are no arrangements or understandings between Mr. Woenker and any other persons pursuant to which he was selected as Chief Financial Officer. There are no family relationships between Mr. Woenker and any director or executive officer of the Company and Mr. Woenker has no direct or indirect material interest in any related party transaction 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 December 9, 2024, the Company issued a press release announcing the retirement of Mr. Cerepak and succession of Mr. Woenker as Dover’s Senior Vice President and Chief Financial Officer, 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, dated December 9, 2024 of the registrant. | |
| 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: December 9, 2024 | 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 | |
| Vice President – Investor Relations | Vice President – Communications | |
| (630) 743-2566 | (630) 743-5039 | |
| jdickens@dovercorp.com | asakowicz@dovercorp.com |
Dover Announces Retirement of Chief Financial Officer; Names Successor
DOWNERS GROVE, Ill., December 9, 2024 - Dover Corporation (NYSE: DOV) today announced that Brad Cerepak, Senior Vice President and Chief Financial Officer, has notified the Company that he plans to retire on January 31, 2025. Christopher (“Chris”) Woenker, 42, Chief Financial Officer of the Company’s Engineered Products and Climate & Sustainability Technologies segments, will succeed Mr. Cerepak as Senior Vice President and Chief Financial Officer, effective January 31, 2025. As part of the Company’s transition plan, Mr. Woenker will remain in his current segment CFO roles while working closely with Mr. Cerepak through the 2024 fiscal year financial closing. Mr. Woenker will report to the Chairman and Chief Executive Officer, Richard Tobin.
Mr. Woenker joined the Company in March 2013, first serving as manager and then director in the Financial Planning and Analysis function. He was promoted to business unit CFO in September 2016, and to segment CFO in June 2017. Since then, he has served as CFO for several of the Company’s segments, including his current roles as CFO of the Engineered Products and the Climate & Sustainability Technologies segments, giving him a deep understanding of our operating model and our businesses.
Mr. Tobin said, “On behalf of the Board of Directors, I would like to thank Brad for his outstanding leadership and many contributions over the past 15 years. He has been instrumental in driving financial excellence and developing the finance organization across Dover, leaving a strong legacy for the Company to build on. Looking ahead, I am very pleased to announce Chris’s appointment. Chris understands well the Dover business culture and has demonstrated strong acumen and exceptional leadership in each of the roles he has held at Dover. His appointment reflects the strength of the Company’s long-term succession planning process and the commitment of management and the Board of Directors to develop and promote strong internal talent. I look forward to welcoming him as our new CFO.”
About Dover:
Dover is a diversified global manufacturer and solutions provider with annual revenue of over $7 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 24,000 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.