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):

September 4, 2018

 

ABM Industries Incorporated

(Exact name of registrant as specified in its charter)

  

Delaware		1-8929		94-1369354
(State or other jurisdiction		(Commission File		(IRS Employer
of incorporation)		Number)		Identification No.)

 

One Liberty Plaza, 7th Floor
New York, New York		10006
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code

(212) 297-0200

 

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:

 

¨	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))

 

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 September 4, 2018, the Board of Directors (the “Board”) of ABM Industries Incorporated (the “Company” or “ABM”), acting upon the recommendation of its Governance Committee, elected Donald F. Colleran as a director, effective immediately. Concurrently with this addition to the Board, the Board approved a resolution increasing the size of the board from ten to eleven directors. Mr. Colleran has been named to the class of directors that has its term expiring at the 2020 Annual Meeting of Stockholders. Mr. Colleran has not yet been appointed to a Committee of the Board.

 

Mr. Colleran’s cash and equity compensation arrangements as a director will be the same as those previously reported for other non-employee directors. As a non-employee director, Mr. Colleran will also be entitled to a pro-rated portion of the applicable annual restricted stock unit grant and applicable board and committee fees. In addition, the Company intends to enter into its standard form of indemnification agreement with Mr. Colleran.

 

A copy of the press release announcing the election of Mr. Colleran as a director is attached as exhibit 99.1.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits

 

Exhibit Number		Description
99.1		Press release dated September 6, 2018, announcing the election of Donald F. Colleran as a director.

 

 

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.

 

	ABM INDUSTRIES INCORPORATED
Dated: September 6, 2018	By:			/s/ Barbara L. Smithers
				Barbara L. Smithers
				Vice President, Deputy General Counsel and Assistant Secretary

 

 

 

Exhibit 99.1

  

FOR IMMEDIATE RELEASE

  

ABM Names Don Colleran to its Board of Directors

 

NEW YORK, NY – September 6, 2018 - ABM (NYSE: ABM), a leading provider of facility solutions, today announced that its Board of Directors has elected Don Colleran, Executive Vice President and Chief Sales Officer, FedEx Corporation, as an independent director, effective immediately. His election brings the Board of Directors to 11 members.

 

Sudhakar Kesavan, Chairman of the Board of Directors of ABM said, “As the newest addition to our board, we welcome Don and look forward to his contributions. The depth of Don’s revenue generation experience and his overall business acumen will be insightful and impactful as ABM continues to build a lasting foundation for a profitable future.”

 

Scott Salmirs, President and Chief Executive Officer of ABM, said, “Don’s impressive background complements the breadth of experience represented by our strong Board. We continue to attract high caliber leaders to supplement our Board as part of our succession planning strategy. We are excited about our future collaboration.”

 

Colleran brings more than two decades of sales, management and strategic experience to the ABM Board of Directors. He has served in a variety of leadership positions at FedEx, a publicly-traded provider of transportation, e-commerce and business services worldwide, since he began his career at the company in 1989. Those positions include Executive Vice President of Global Sales and Solutions, Senior Vice President of International Sales and President of FedEx Canada. Colleran also serves on the Board of Directors of EastGroup Properties.

 

ABOUT ABM

 

ABM (NYSE: ABM) is a leading provider of facility solutions with revenues of approximately $5.5 billion and more than 130,000 employees in 350+ offices throughout the United States and various international locations. ABM's comprehensive capabilities include janitorial, electrical & lighting, energy solutions, facilities engineering, HVAC & mechanical, landscape & turf, mission critical solutions and parking, provided through stand-alone or integrated solutions. ABM provides custom facility solutions in urban, suburban and rural areas to properties of all sizes - from schools and commercial buildings to hospitals, data centers, manufacturing plants and airports. ABM Industries Incorporated, which operates through its subsidiaries, was founded in 1909. For more information, visit www.abm.com. 

 

Contact:
Investor & Media Relations:	Susie A. Choi
	(212) 297-9721
	susie.choi@abm.com