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): May 1, 2014
CURTISS-WRIGHT CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware | 1-134 | 13-0612970 |
State or Other Jurisdiction of Incorporation or Organization | Commission File Number | IRS Employer Identification No. |
13925 Ballantyne Corporate Place, Suite 400
Charlotte, North Carolina | 28277 | |
Address of Principal Executive Offices | Zip Code | |
Registrant's telephone number, including area code: (973) 541-3700
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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))
SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGMENTS OF CERTAIN OFFICERS
On May 1, 2014, Glenn Coleman resigned as Vice President, Controller and Principal Accounting Officer of Curtiss-Wright Corporation. Mr. Coleman indicated that his decision to resign was to pursue another opportunity, and not due to any disagreement with the Company or concerns relating to the Company’s operations, policies, or practices.
SECTION 8 - OTHER EVENTS
ITEM 8.01 OTHER EVENTS
As a result of certain organizational changes in 2014, the Corporation revised its reportable segments to align to the major markets it currently serves: Commercial/Industrial, Defense, and Energy. We are issuing this 8-K to release supplemental financial information by reportable segment for each of the prior year quarterly reporting periods and for the year-ended 2013. The following financial information for 2013 has been reclassified to conform to the current period presentation. This information will be available on the investor relations section of the Corporation’s website. The change in reportable segments did not impact the Corporation's previously reported Condensed Consolidated Financial Statements.
CURTISS-WRIGHT CORPORATION and SUBSIDIARIES | ||||||||||||||||||||
SEGMENT INFORMATION (UNAUDITED) | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||
3/31/2013 | 6/30/2013 | 9/30/2013 | 12/31/2013 | FY 2013 | ||||||||||||||||
Sales: | ||||||||||||||||||||
Commercial/Industrial | $ | 220,286 | $ | 241,703 | $ | 241,192 | $ | 256,789 | $ | 959,970 | ||||||||||
Defense | 210,396 | 212,026 | 203,828 | 264,661 | 890,911 | |||||||||||||||
Energy | 162,005 | 163,958 | 155,647 | 178,280 | 659,890 | |||||||||||||||
Total sales | $ | 592,687 | $ | 617,687 | $ | 600,667 | $ | 699,730 | $ | 2,510,771 | ||||||||||
Operating income: | ||||||||||||||||||||
Commercial/Industrial | $ | 20,651 | $ | 27,625 | $ | 33,069 | $ | 29,434 | $ | 110,779 | ||||||||||
Defense | 16,877 | 28,860 | 27,747 | 45,612 | 119,096 | |||||||||||||||
Energy | 10,796 | 13,379 | 8,389 | 13,620 | 46,184 | |||||||||||||||
Total segments | $ | 48,324 | $ | 69,864 | $ | 69,205 | $ | 88,666 | $ | 276,059 | ||||||||||
Corporate and other | (10,298 | ) | (12,076 | ) | (6,318 | ) | (13,748 | ) | (42,440 | ) | ||||||||||
Total operating income | $ | 38,026 | $ | 57,788 | $ | 62,887 | $ | 74,918 | $ | 233,619 | ||||||||||
Operating margins: | ||||||||||||||||||||
Commercial/Industrial | 9.4% | 11.4% | 13.7% | 11.5% | 11.5% | |||||||||||||||
Defense | 8.0% | 13.6% | 13.6% | 17.2% | 13.4% | |||||||||||||||
Energy | 6.7% | 8.2% | 5.4% | 7.6% | 7.0% | |||||||||||||||
Total Curtiss-Wright | 6.4% | 9.4% | 10.5% | 10.7% | 9.3% | |||||||||||||||
Segment margins | 8.2% | 11.3% | 11.5% | 12.7% | 11.0% | |||||||||||||||
The information contained in this Current Report is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this report shall not be incorporated by reference into any filing of the registrant with the SEC, whether made before or after the date hereof, regardless of any general incorporation language in such filings.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CURTISS-WRIGHT CORPORATION | ||
By: /s/ Glenn E. Tynan | ||
Glenn E. Tynan | ||
Vice President and | ||
Chief Financial Officer | ||
Date: May 1, 2014 | ||