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 25, 2024
Balchem Corporation
(Exact name of registrant as specified in its charter)
Maryland
| 1-13648
| 13-2578432
|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
5 Paragon Drive, Montvale, NJ 07645
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (845) 326-5600
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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, par value $.06-2/3 per share
| BCPC
| The Nasdaq Stock Market LLC |
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).
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. |
On March 27, 2024, Balchem Corporation (the “Company”) announced that Jonathan H. Griffin, Senior Vice President and General Manager, Animal Nutrition and Health, would be moving into the role of Senior Vice President, Corporate Development, effective immediately. In this new role, Mr. Griffin will partner with the business segment and functional leaders in evaluating and managing business opportunities, including potential acquisitions, mergers, joint ventures, and partnerships. There are no material changes to Mr. Griffin’s compensatory arrangement as a result of this change.
| Item 7.01 | Regulation FD Disclosure. |
On March 27, 2024, the Company also announced that C. Martin Bengtsson, Executive Vice President and Chief Financial Officer, would be expanding his responsibilities to include leadership of the Animal Nutrition and Health segment, effective immediately. There are no material changes to Mr. Bengtsson’s compensatory arrangement as a result of his expanded responsibilities.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit Number | Description |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| | BALCHEM CORPORATION |
| | (Registrant) |
| | |
| | By: | /s/ Hatsuki Miyata | |
| | Hatsuki Miyata |
| | Executive Vice President, General Counsel and Secretary |
| | |
| Date: March 29, 2024 | |
