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):  January 9, 2014


AEGION CORPORATION
(Exact name of registrant as specified in its charter)


Delaware
 
0-10786
 
45-3117900
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)


17988 Edison Avenue, Chesterfield, Missouri
 
 
63005
(Address of principal executive offices)
 
 
(Zip Code)


Registrant’s telephone number, including area code: (636) 530-8000


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; Compensatory Arrangements of Certain Officers

(b)    On January 9, 2014, John P. Dubinsky, a member of the Board of Directors (the “Board”) of Aegion Corporation (the “Company”), notified the Board of his decision not to stand for re-election at the Company’s 2014 annual meeting of stockholders due to other personal and professional demands on his time. Mr. Dubinsky’s decision not to stand for re-election was not the result of any disagreement with the Company, the Company’s management or the Board. Mr. Dubinsky will continue to serve as a director, as chair of the Strategic Planning and Finance Committee of the Board and as a member of the Compensation Committee of the Board until his current term expires at the 2014 annual meeting of stockholders. The Board intends to reduce the size of the Board to eight members effective upon the expiration of Mr. Dubinsky’s term as a director.







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.


 
AEGION CORPORATION
 
 
 
 
 
 
 
 
 
 
By:
/s/ David F. Morris
 
 
 
David F. Morris
 
 
 
Senior Vice President, General Counsel
 
 
 
and Chief Administrative Officer
 


Date: January 15, 2014