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Executive Change · Bylaw Amendment

Filed Oct 28, 2021 · 4y ago · Accession 0000009389-21-000187

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC  20549 ​ FORM 8-K ​ Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 ​ October 26, 2021 (Date of earliest event reported) ​ BALL CORPORATION (Exact name of Registrant as specified in its charter) ​ ​ ​ ​ ​ ​ ​ ​ ​ Indiana ​ 001-07349 ​ 35-0160610 ​ ​ (State of ​ (Commission ​ (IRS Employer ​ ​ Incorporation) ​ File No.) ​ Identification No.) ​ ​ 9200 W. 108 th Circle , P.O. Box 5000 , Westminster , CO   80021-2510 (Address of principal executive offices, including ZIP Code) ​ ( 303 ) 469-3131 (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. ☐ ​ 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, without par value BLL NYSE ​ ​ ​ ​ ​ ​ Ball Corporation Current Report on Form 8-K Dated October 28, 2021 ​ ​ 5 Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. ​ Appointment of Director ​ On October 26, 2021, the Ball Corporation Board of Directors elected Dune Ives as a Class I director of the Company.  Ms. Ives is the current CEO of Lonely Whale and 52HZ. Ms. Ives, who holds a doctorate in psychology, joined Lonely Whale as CEO in 2016 and 52HZ in 2021. She previously served in a key leadership role for Paul G. Allen’s Vulcan Philanthropy and as co-founder of the Green Sports Alliance, where she currently serves as a board member. ​ A copy of the press release is attached hereto as Exhibit 99.1. . ​ ​ ​ Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. ​ On October 26, 2021, the Board of Directors of the Company amended the Bylaws to increase the Board of Directors from twelve to thirteen, by increasing to five the number of director positions in Class I. Exhibit 3(ii) attached hereto provides the text of the amendment. ​ ​ Item 9.01 Financial Statements and Exhibits. ​ (d) Exhibits. ​ The following are furnished as exhibits to this report: ​ ​ ​ ​ ​ 3.ii Article 3, Section A of the Amended Bylaws ​ 99.1 Press release dated October 27, 2021 ​ 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. ​ ​ ​ ​ ​ ​ ​ BALL CORPORATION ​ (Registrant) ​ ​ ​ ​ ​ ​ ​ By: /s/ Charles E. Baker ​ ​ Name: Charles E. Baker ​ ​ Title: Vice President, General Counsel and Corporate Secretary ​ ​ ​ ​ Date: October 28, 2021 ​ ​ ​ ​ Ball Corporation Form 8-K October 28, 2021 ​ ​ ​ EXHIBIT INDEX ​ ​ ​ ​ Description ​ Exhibit ​ ​ ​ Article 3, Section A of the Amended Bylaws ​ 3.ii Ball Corporation Press Release dated October 27, 2021 ​ 99.1 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Filing details
Company
BALL Corp
Ticker
BALL
CIK
9389
Form type
8-K
Filing date
Oct 28, 2021
Report date
Oct 26, 2021
Document
bll-20211026x8k.htm
Size
231 KB