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): June 23, 2014
Great Lakes Dredge & Dock Corporation
(Exact name of Registrant as specified in its charter)
| Delaware | 001-33225 | 20-5336063 | ||
| (State or other jurisdiction of Incorporation or Organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
2122 York Road
Oak Brook, Illinois 60523
(Address of Principal Executive Offices)
(630) 574-3000
(Registrant’s telephone number, including area code)
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)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers and Other Events.
On June 23, 2014, Great Lakes Dredge & Dock Corporation (the “Company”) announced that Mark Marinko has been appointed Senior Vice President and Chief Financial Officer effective immediately. Mr. Marinko joins the Company to fill the role vacated in April 2014 and held in interim by the Vice President and Controller, Katherine Hayes. Mr. Marinko will report to the Chief Executive Officer, Jonathan Berger.
Mr. Marinko starts at Great Lakes with a strong background in operations and finance working for TransUnion, LLC through August 2013. Mr. Marinko was most recently President of the Consumer Services division at TransUnion leading the direct to consumer and business market, customer service, consumer compliance and marketing for the credit information company. Prior to his position as president, Mr. Marinko has been in increasing accounting and financial roles as Controller and Vice President of Finance at TransUnion since 1996. Prior to TransUnion, Mr. Marinko served as controller of Official Airline Guides. In his over 30 years of professional experience, Mr. Marinko has held roles specializing in accounting, finance, sales, systems and business operations.
In connection with the appointment, Mr. Marinko will be paid an annual base salary of $300,000, subject to increases by the Board. Mr. Marinko will be eligible to participate in the second amended and restated Great Lakes Dredge & Dock Company, LLC Annual Bonus Plan for an incentive award in a target amount equal to 50% of his annual base salary. Actual bonuses can range from 0% -200% of this target (between 0% and 100% of his base salary). In addition, Mr. Marinko will be entitled to incentive awards granted under the Great Lakes Dredge & Dock Corporation 2007 Long Term Incentive Plan, as amended and restated with a target payout equal to 40% of his annual base salary. Mr. Marinko will also be eligible to participate in the amended and restated Great Lakes Dredge & Dock Corporation Supplemental Savings Plan and any employee benefit plan offered by the Company generally available to other executive officers or salaried employees.
The senior management appointment is described in the press release issued by the Company on June 23, 2014, attached hereto as Exhibit 99.1.
Item 9.01 — Financial Statements and Exhibits.
| (d) | Exhibits |
The following exhibit is furnished herewith:
| 99.1 | Press Release dated June 23, 2014 where Great Lakes Dredge & Dock Corporation Appoints Mark Marinko as Senior Vice President and Chief Financial Officer. |
2
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.
| GREAT LAKES DREDGE & DOCK CORPORATION | ||||||
| /s/ Jonathan W. Berger | ||||||
| Date: June 23, 2014 | Jonathan W. Berger | |||||
| Chief Executive Officer | ||||||
3
EXHIBIT INDEX
| Number |
Exhibit | |
| 99.1 | Press Release dated June 23, 2014 where Great Lakes Dredge & Dock Corporation Appoints Mark Marinko as Senior Vice President and Chief Financial Officer. | |
EXHIBIT 99.1
|
News from Great Lakes Dredge & Dock Corporation
For further information contact: Mary Morrissey, Investor Relations @ 630-574-3467 |
Great Lakes Appoints Mark Marinko as Senior Vice President and Chief Financial Officer
OAK BROOK, Ill.—(BUSINESS WIRE)—Great Lakes Dredge & Dock Corporation (NASDAQ:GLDD) announced that Mark Marinko has been appointed Senior Vice President and Chief Financial Officer effective today. Mr. Marinko joins the Company to fill the role vacated in April 2014 and held in interim by the Vice President and Controller, Katherine Hayes. The Company would like to thank Ms. Hayes for her leadership in managing the transition to our new CFO. Mr. Marinko will report to the Chief Executive Officer, Jonathan Berger.
Mr. Marinko starts at Great Lakes with a strong background in operations and finance working for TransUnion, LLC through August 2013. Mr. Marinko was most recently President of the Consumer Services division at TransUnion leading the direct to consumer and business market, customer service, consumer compliance and marketing for the credit information company. Prior to his position as president, Mr. Marinko has been in increasing accounting and financial roles as Controller and Vice President of Finance at TransUnion since 1996. Prior to TransUnion, Mr. Marinko served as controller of Official Airline Guides. In his over 30 years of professional experience, Mr. Marinko has held roles specializing in accounting, finance, sales, systems and business operations.
Mr. Berger stated, “I am delighted to welcome Mark to the Great Lakes team. During our search for a new CFO, it became apparent that Mark possessed the highest operational and financial experience suited to this role, which will enable him to make an immediate contribution to the success of our company. With his strong leadership skills and strategic insight, I expect Mark to be a critical member of the executive team that will lead Great Lakes through planned growth and financial discipline.”
Mr. Marinko received a Bachelor of Arts in Accounting and Business Administration from Augustana College. He is a Certified Public Accountant.
The Company
Great Lakes Dredge & Dock Corporation is the largest provider of dredging services in the United States and the only U.S. dredging company with significant international operations. The Company is also a significant provider of environmental and remediation services. The Company owns a 50% interest in a marine sand mining operation in New Jersey that supplies sand and aggregate for road and building construction and a 50% interest in an environmental service operation with the ability to remediate soil and dredged sediment treatment. Great Lakes employs over 150 degreed engineers, most specializing in civil and mechanical engineering, which contributes to its 124-year history of never failing to complete a marine project. Great Lakes has a disciplined training program for engineers that ensures experienced-based performance as they advance through Company operations. Great Lakes also owns and operates the largest and most diverse fleet in the U.S. industry, comprised of over 200 specialized vessels.