Form 8-K - Current report
31 Octubre 2024 - 4:52AM
Edgar (US Regulatory)
FALSE000130940200013094022024-10-312024-10-31
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): October 31, 2024
_______________________________
GREEN PLAINS INC.
(Exact name of registrant as specified in its charter)
_______________________________
| | | | | | | | |
Iowa | 001-32924 | 84-1652107 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1811 Aksarben Drive
Omaha, Nebraska 68106
(Address of Principal Executive Offices) (Zip Code)
(402) 884-8700
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, par value $0.001 per share | | GPRE | | The Nasdaq Stock Market LLC |
_______________________________
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 Arrangement of Certain Officers.
The Board of Directors of Green Plains Inc. (the “Company”) approved the appointment of Phil Boggs to serve as Chief Financial Officer of the Company effective November 1, 2024, in connection with Jim Stark retiring from the Chief Financial Officer role with the Company on the same date, and transitioning duties to Mr. Boggs by the end of the year. Mr. Stark gave notice of his intent to resign on October 25, 2024 and the retirement of Mr. Stark as Chief Financial Officer of the Company was not due to any disagreement with the Company.
Mr. Boggs, age 49, has been with the Company since 2009 and previously served as Executive Vice President Investor Relations, Treasurer, Vice-President Finance and various other finance and treasury roles. Mr. Boggs has a master’s degree in business administration from the University of Nebraska at Omaha and a Bachelor of Arts degree in Business Administration with an emphasis in Finance and Management from Cedarville University.
Mr. Boggs has no family relationships with any current director or executive officer of the Company, and there are no transactions or proposed transactions to which the Company is a party, or intended to be a party, in which Mr. Boggs has, or will have, a material interest subject to disclosure under Item 404(a) of Regulation S-K. Mr. Boggs was not chosen to succeed Mr. Stark as the Company’s Chief Financial Officer pursuant to any arrangement or understanding with any other person.
Item 7.01. Regulation FD Disclosure.
On October 31, 2024, the Company issued a press release announcing this transition, which is included as Exhibit 99.1 and incorporate herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are filed as part of this report.
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Exhibit No. | | Description of Exhibit |
| | |
| | |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
| | | | | | | | | | | |
| Green Plains Inc. | |
| | | |
Date: October 31, 2024 | By: | /s/ Michelle Mapes | |
| | Michelle Mapes | |
| | Chief Legal & Administration Officer and Corporate Secretary | |
| | | | | | | | |
| | Exhibit 99.1 FOR IMMEDIATE RELEASE |
Green Plains Appoints Phil Boggs as Chief Financial Officer, Jim Stark to retire from Green Plains
OMAHA, Neb., October 31, 2024 (GLOBE NEWSWIRE) - Green Plains Inc. (NASDAQ:GPRE) today announced that Phil Boggs, EVP Investor Relations & Finance will take over as Chief Financial Officer of Green Plains effective Nov 1, 2024. Jim Stark will retire from Green Plains by the end of the year.
“As part of a predetermined succession planning, Jim became CFO in 2022 with the intent to prepare Phil to take over the position when Jim was ready to retire from Green Plains,” said Todd Becker, President and Chief Executive Officer of Green Plains. “Jim has been an integral part of the leadership team for many years, having served in investor and media relations from 2009 to 2019 and then rejoining the company in 2022. We appreciate Jim’s numerous contributions and leadership over the years and wish him well.”
“Returning for a second time to work at Green Plains has been a great experience for me and I’m grateful for the opportunity to have led the development of the team and the company during that time,” said Jim Stark. “It has been an honor to work with this great group of people who are more than ready to lead. The company is in great financial and strategic shape and I was pleased to have Phil take over for me as I have decided to pursue opportunities outside of public markets in smaller private businesses that more closely match my desire to spend more time with my family and grandchildren.”
Phil Boggs has served in multiple areas of increasing responsibilities since joining the company in 2009, most recently as head of investor relations since 2019 and Treasurer from 2014 to 2021. He will lead all aspects of finance, accounting and investor relations.
“I am excited to announce Phil Boggs’ promotion to CFO,” stated Becker. “His deep experience with the company through his various roles in FP&A and Treasury and having worked on our capital markets transactions and debt issuances have prepared him well for this opportunity. Since leading Investor Relations, he has developed the relationships and credibility with our stakeholders to pick up where Jim left off. He has the experience, leadership, respect of the team and necessary skillset to lead our Finance organization through our next chapter.”
About Green Plains Inc.
Green Plains Inc. (NASDAQ:GPRE) is a leading biorefining company focused on the development and utilization of fermentation, agricultural and biological technologies in the processing of annually renewable crops into sustainable value-added ingredients. This includes the production of cleaner low carbon biofuels and renewable feedstocks for advanced biofuels. Green Plains is an innovative producer of Sequence™ and novel ingredients for animal and aquaculture diets to help satisfy a growing global appetite for sustainable protein. For more information, visit www.gpreinc.com.
Green Plains Inc. Contact
Investors & Media: Devin Mogler | SVP, Corporate and Investor Relations | 402.884.8700 | devin.mogler@gpreinc.com
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