8-K
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: October 20, 2015
(Date of earliest event reported)
ITT CORPORATION
(Exact name of registrant as specified in its charter)
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Indiana | | 001-05672 | | 13-5158950 |
(State or other jurisdiction | | (Commission | | (I.R.S. Employer |
of incorporation) | | File Number) | | Identification No.) |
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1133 Westchester Avenue White Plains, New York (Address of principal executive offices)
10604 (Zip Code)
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(914) 641-2000 Registrant’s telephone number, including area code: | |
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; Arrangements of Certain Officers.
(d) Election of Directors. On October 20, 2015 (the “Effective Date”), the Board of Directors of the Company elected Geraud Darnis to its Board of Directors effective immediately.
On the Effective Date, the Board of Directors of the Company also appointed Geraud Darnis to the Audit Committee of the Board of Directors. On the Effective Date, the Board of Directors also considered the independence of Mr. Darnis under the New York Stock Exchange listing standards and the Company's corporate governance principles and concluded that he is an independent director under the applicable standards.
A copy of the press release is attached as Exhibit 99.1 hereto and incorporated into this Form 8-K by reference.
Item 9.01. Financial Statements and Exhibits.
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Exhibit No. | | Description |
99.1 | | Press Release issued by ITT Corporation, dated October 20, 2015 |
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.
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| ITT CORPORATION (Registrant) |
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October 20, 2015 |
By: |
/s/ Mary E. Gustafsson |
| | Name: Mary E. Gustafsson |
| | Title: Senior Vice President, General Counsel and Chief Compliance Officer (Authorized Officer of Registrant) |
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Exhibit
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Press Release
| ITT Corporation
1133 Westchester Ave. White Plains, NY 10604 tel 914 641 2000 |
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Investors: | | Media: | |
Melissa Trombetta | | Kathleen Bark | |
+1 914-641-2030 | | +1 914-641-2103 | |
melissa.trombetta@itt.com | | kathleen.bark@itt.com | |
ITT elects Geraud Darnis to its Board of Directors
WHITE PLAINS, N.Y., Oct 20, 2015 – ITT Corporation (NYSE: ITT) announced today that it has elected Geraud Darnis to its Board of Directors. Darnis, 55, is President and Chief Executive Officer of UTC Building & Industrial Systems, the world’s largest provider of building technologies, whose systems serve the commercial, governmental and residential property sectors, as well as the industrial, transport refrigeration and food service equipment markets.
Darnis, who recently announced his retirement from United Technologies Corporation (UTC) effective January 2016, has held a number of executive leadership positions during his more than 30-year career with UTC. He served as President and Chief Executive Officer of the Climate, Controls & Security business; President of Carrier Corporation and UTC Power; and President of Carrier’s operations in the Asia-Pacific and Europe, Middle East and Africa regions.
“We are extremely pleased to have Geraud join our Board of Directors,” said ITT Chief Executive Officer and President Denise Ramos. “He has broad experience in strategically aligning businesses and technologies to unlock innovation and accelerate growth. His leadership expertise and deep global insight will bring valuable perspective to our board that will help us continue to grow and deliver long-term value to shareowners.”
About ITT
ITT is a diversified leading manufacturer of highly engineered critical components and customized technology solutions for the energy, transportation and industrial markets. Building on its heritage of innovation, ITT partners with its customers to deliver enduring solutions to the key industries that underpin our modern way of life. Founded in 1920, ITT is headquartered in White Plains, N.Y., with employees in more than 35 countries and sales in a total of approximately 125 countries. The company generated 2014 revenues of $2.7 billion. For more information, visit www.itt.com.
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