UNITED STATES
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
Date of report (Date of earliest event reported) July 30, 2017
WILLBROS GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 1-34259 | 30-0513080 | |
| (Commission File Number) | (IRS Employer Identification No.) |
| 4400 Post Oak Parkway, Suite 1000, Houston, Texas 77027 | ||
| (Address of Principal Executive Offices) | (Zip Code) | |
(713) 403-8000
(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. |
(b) On July 30, 2017, Van A. Welch, Executive Vice President, Chief Financial Officer and Chief Accounting Officer of Willbros Group, Inc. (the “Company”) informed the Company of his intention to resign from the Company to accept a similar position with a company in a different industry. Mr. Welch will continue to serve the Company until August 30, 2017 in his current capacities to ensure an orderly transition as the Company initiates a search process to fill the position. There were no disagreements between Mr. Welch and the Company on any matter relating to the Company’s operations, policies or practices that caused Mr. Welch to resign, in whole or in part.
| Item 7.01. | Regulation FD Disclosure. |
On August 1, 2017, the Company issued a press release announcing Mr. Welch’s intention to resign, which event is reported in Item 5.02 of this Current Report on Form 8-K. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
This information is being furnished pursuant to Item 7.01 of this Current Report on Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
The following exhibit is furnished herewith:
| Exhibit No. |
Description | |
| 99.1 | Press Release dated August 1, 2017, issued by the Company. | |
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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.
| WILLBROS GROUP, INC. | ||||||
| Date: August 1, 2017 | By: | /s/ Linnie Freeman | ||||
| Linnie Freeman | ||||||
| Senior Vice President and General Counsel | ||||||
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EXHIBIT INDEX
The following exhibit is furnished herewith:
| Exhibit No. |
Description | |
| 99.1 | Press Release dated August 1, 2017, issued by the Company. | |
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