Form 8-K

 

 

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): March 2, 2018

 

 

Autoliv, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-12933   51-0378542

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

Klarabergsviadukten 70, Section B, 7th Floor,

Box 70381,

SE-107 24, Stockholm, Sweden

(Address and Zip Code of principal executive offices)

+46 8 587 20 600

(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.

(d) On March 2, 2018, the Board of Directors (the “Board”) of Autoliv, Inc. (the “Company”) expanded the size of the Board from nine to eleven members and elected Mr. Hasse Johansson and Mr. Thaddeus J. “Ted” Senko to fill the vacancies, effective immediately. Mr. Johansson and Mr. Senko each have a term expiring at the 2018 Annual Meeting of Stockholders to be held on May 8, 2018, at which time each will be nominated for re-election at the Annual Meeting.

Mr. Johansson and Mr. Senko will each enter into an indemnification agreement substantially in the form of the indemnification agreement previously entered into with each of the Company’s existing officers and directors, a form of which has been filed as Exhibit 99.1 to Form 10-K (File No. 001-12933), filed February 24, 2009. The Company will compensate each of Mr. Johansson and Mr. Senko consistent with its other independent directors in connection with their election to the Board. There are no transactions in which Mr. Johansson and Mr. Senko have an interest requiring disclosure under Item 404(a) of Regulation S-K. There is no arrangement or understanding between Mr. Johansson and Mr. Senko and any other persons pursuant to which they were selected as a director.

A copy of the press release announcing the election of the two new directors is filed as Exhibit 99.1 to this report and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

(d) EXHIBITS

 

99.1 Press Release of Autoliv, Inc. dated March 2, 2018.


EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Press Release of Autoliv, Inc. dated March 2, 2018.


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.

 

AUTOLIV, INC.
By:   /s/ Lars A. Sjöbring
Name:   Lars A. Sjöbring
Title:   Group Vice President for Legal Affairs,
  General Counsel and Secretary

Date: March 2, 2018