UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Appointment of Directors
On February 14, 2022, the board of directors (the “Board”) of Spirit AeroSystems Holdings, Inc. (the “Company”) approved an increase in the size of the Board from twelve (12) to thirteen (13) directors and appointed James Ray Jr. to the Board, effective as of February 14, 2022. Mr. Ray has been named a member of the Compensation and Risk Committees of the Board.
Mr. Ray will receive a pro rata cash retainer and equity award under the current 2021-2022 non-employee director compensation program. Mr. Ray is expected to enter into the Company’s standard form indemnification agreement for directors.
There are no arrangements or understandings between Mr. Ray and any other person pursuant to which he was selected as a director of the Company. There are no transactions in which Mr. Ray has an interest requiring disclosure under Item 404(a) of Regulation S-K.
| Item 7.01 | Regulation FD Disclosure. |
On February 14, 2022, the Company issued a press release announcing the director appointment. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
The information in this Item 7.01 of Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release, dated February 14, 2022. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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.
| SPIRIT AEROSYSTEMS HOLDINGS, INC. | ||
| Dated: February 14, 2022 | By: | /s/ Mindy McPheeters |
| Mindy McPheeters | ||
| Senior Vice President, General Counsel and Corporate Secretary | ||
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