8-K 1 veoneer8-k20181220mhresign.htm 8-K CFO RESIGNATION 2018 12 20 Document


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): December 20, 2018

Veoneer, Inc.
(Exact name of registrant as specified in its charter)

Delaware
 
001-38471
 
82-3720890
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
Klarabergsviadukten 70, Section C, 6th Floor SE-111 64
Box 13089, SE-10302
Stockholm, Sweden
(Address and Zip Code of principal executive offices)

+46 8 527 762 00
(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 (see General Instruction A.2. below):
¨
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 December 20, 2018, Mathias Hermansson notified Veoneer, Inc. (the “Company”) of his decision to resign as the Company’s Chief Financial Officer. Mr. Hermansson will continue in his current role until March 1, 2019, after which he will remain available to ensure the smooth transition of duties, and entitled to receive his current compensation and benefits, through June 20, 2019.

The parties have agreed that the non-competition covenant in Mr. Hermansson's employment agreement will not apply and he will therefore not receive the compensation set forth in Section 13 thereof.  Mr. Hermansson's employment agreement was previously filed as Exhibit 10.9 to the Company’s Registration Statement on Form 10 (File No. 001-38471, filing date May 21, 2018).
The press release announcing the departure is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01    Financial Statements and Exhibits.
(d) EXHIBITS
99.1
 
Press Release of Veoneer, Inc. dated December 20, 2018.









EXHIBIT INDEX








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.

VEONEER, INC.
 
 
 
By:
 
/s/ Lars A. Sjöbring
Name:
 
Lars A. Sjöbring
Title:
 
Executive Vice President, Legal Affairs, General Counsel and Secretary
Date: December 28, 2018