Draft February 24, 2019
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
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FORM 8-K
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| CURRENT REPORT | ||||
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Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
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| Date of Report (Date of earliest event reported) | February 25, 2019 | |||
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ALBANY INTERNATIONAL CORP. | ||||
| (Exact name of registrant as specified in its charter) | ||||
| Delaware | 1-10026 | 14-0462060 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 216 Airport Drive, Rochester, NH | 03867 | |||
| (Address of principal executive offices) | (Zip Code) | |||
| Registrant’s telephone number, including area code (603) 330-5850 | ||||
| None | ||||
| (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 240.13a-4(c)) | |||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act 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 8 – Other Events
On February 25, 2019, Albany International Corp. (“Albany”) issued a press release to announce that its Board of Directors had voted to appoint Director A. William Higgins as Board Chairman, succeeding Erland E. Kailbourne. A copy of Albany’s news release announcing Mr. Higgins’s election is filed as Exhibit 99.1 to this report.
Item 9.01 – Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is furnished herewith:
99.1 News Release dated February 25, 2019.
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.
| ALBANY INTERNATIONAL CORP. | ||
| By: | /s/ John B. Cozzolino | |
| Name: John B. Cozzolino | ||
| Title: Chief Financial Officer and Treasurer | ||
| (Principal Financial Officer) | ||
Date: February 25, 2019
EXHIBIT INDEX
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| Exhibit No. | Description |
| 99.1 | News Release, dated February 25, 2019, issued by Albany International Corp. |
Exhibit 99.1
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NEWS RELEASE
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A. William Higgins APPOINTED CHAIRMAN OF
Albany International Corp. Board
Rochester, New Hampshire, February 25, 2019 – Albany International Corp. (NYSE:AIN) announced today that Director A. William Higgins has been appointed as Chairman of its Board of Directors, succeeding Director Erkie Kailbourne, who had served as Chairman since 2008. Mr. Kailbourne will remain on the Board.
Mr. Higgins, age 60, joined the Albany Board in 2016, and currently serves as Chairman of the Compensation Committee. He also serves as a director of Kaman Corporation, a diversified aerospace and industrial distribution company, and Bristow Group Inc., a leading global industrial aviation services provider.
Outgoing Albany Chairman Erland E. (Erkie) Kailbourne said, “Bill’s experience in public company leadership roles, including his experience chairing a public company board, makes him the ideal person to lead Albany’s Board during this exciting period of growth. His leadership skills have been evident to his fellow Albany Directors since joining the Board in 2016, most recently during his chairing of the Compensation Committee. While I am grateful for having had the opportunity to serve as the Company’s Chairman for the last ten years, I am just as grateful to be able to leave the chairmanship in the hands of a colleague as capable, trusted and talented as Bill Higgins.”
Chairman Higgins said, “I am honored and grateful to be appointed as Albany’s Chairman by my colleagues on the Company’s Board. I look forward to working closely with my fellow Directors, and especially with President and CEO Olivier Jarrault, during this especially exciting time in Albany’s history. With their help, I will endeavor to lead the Board with the same skill as Erkie has for the past decade.”
About Albany International Corp.
Albany International Corp. is a global advanced textiles and materials processing company, with two core businesses. Machine Clothing is the world's leading producer of custom-designed fabrics and belts essential to production in the paper, nonwovens, and other process industries. Albany Engineered Composites is a rapidly growing supplier of highly engineered composite parts for the aerospace industry. Albany International is headquartered in Rochester, New Hampshire, operates 22 plants in 10 countries, employs 4,400 people worldwide, and is listed on the New York Stock Exchange (Symbol AIN). Additional information about the Company and its products and services can be found at www.albint.com.
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Contacts:
| Investors | Media |
| John Cozzolino | Heather Kralik |
| 518-445-2281 | 801-505-7001 |
| john.cozzolino@albint.com | heather.kralik@albint.com |