ASTE Astec Industries Inc

 

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, 2024

 

 

Astec Industries, Inc.

(Exact name of registrant as specified in its charter)

 

Tennessee	001-11595	62-0873631
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1725 Shepherd Road, Chattanooga, Tennessee 37421

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (423) 899-5898

 

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	ASTE	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).

 

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.

 

On March 2, 2024, Rebecca A. Weyenberg, Chief Financial Officer of Astec Industries, Inc. (the “Company”), notified the Company that she is stepping down as CFO of the Company. Ms. Weyenberg will cease to serve as the Company’s CFO, effective immediately, but will remain employed by the Company on an advisory basis through April 30, 2024, to assist in the transition. Ms. Weyenberg’s departure is not related to the Company’s financial or operating results or to any disagreement with the Company regarding its financial, operational, accounting or reporting policies or practices.

 

The Company has appointed Heinrich Jonker, the Company’s Vice President Finance – Infrastructure Solutions, as its CFO on an interim basis, effective immediately, until a permanent successor is appointed. The Company has initiated a search process to identify the Company’s next CFO and has retained a nationally recognized search firm to assist in evaluating candidates for the role.

 

Mr. Jonker, age 43, has served as the Company’s Vice President Finance – Infrastructure Solutions since July 2021. Prior to joining the Company, Mr. Jonker held various leadership positions at Epiroc (formerly part of Atlas Copco), a global manufacturer of equipment for the mining and infrastructure industries, from 2005 to 2021, including, among others, Vice President Controlling & Finance (2019 to June 2021), Business Controller (2011 to 2019) and Assistant Controller (2010 to 2011). Mr. Jonker’s career at Atlas Copco began as a Financial Controller in 2005. Prior to joining Atlas Copco, Mr. Jonker was a financial consultant at Intentia (now part of Lawson), a publicly traded software company in Sweden. Mr. Jonker earned a Bachelor of Commerce in Financial Management from the University of Johannesburg, South Africa, a Business Performance Diploma from the Stockholm School of Economics and a Master of Business Administration from Texas A&M University – Corpus Christi.

 

In connection with his appointment as interim CFO, Mr. Jonker’s 2024 base salary was increased from $250,000 to $375,000 and is subject to periodic review by the Compensation Committee of the Board of Directors of the Company.

 

Mr. Jonker does not have any family relationships with any of the Company’s directors or executive officers and is not party to any transactions with the Company that are reportable under Item 404(a) of Regulation S-K. There are no arrangements or understandings between Mr. Jonker and any other persons pursuant to which he was selected as an officer.

 

A copy of the press release announcing this event is filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits

 

(d)

Exhibits

 

99.1		Press Release of Astec Industries, Inc., dated March 7, 2024
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.

 

	Astec Industries, Inc.
Date:  March 7, 2024	By:	/s/ Jaco van der Merwe
		Jaco van der Merwe
		President and Chief Executive Officer

 

 

 

Exhibit 99.1

 

 

 

 

ASTEC ANNOUNCES CHIEF FINANCIAL OFFICER TRANSITION

 

CHATTANOOGA, Tenn., March 7, 2024 (GLOBE NEWSWIRE) – Astec Industries, Inc. (NASDAQ:ASTE) (“Astec” or the “Company”) today announced the appointment of Heinrich Jonker, Vice President Finance – Infrastructure Solutions, as its Chief Financial Officer on an interim basis, effective immediately. Mr. Jonker’s appointment follows the decision by Rebecca A. Weyenberg, Chief Financial Officer, to step down from her role as CFO. Mrs. Weyenberg will remain employed by the company on an advisory basis through April 30, 2024, to assist in the transition.

 

Astec’s Board of Directors has initiated a search process to identify the Company’s next CFO and has retained a nationally recognized search firm to assist in evaluating candidates for the role.

 

Mr. Jonker has nearly twenty years of public company experience and has served as Astec’s Vice President Finance – Infrastructure Solutions for the last two years. Prior to that, he held multiple leadership roles within the Finance organization at Epiroc (formerly part of Atlas Copco), a global manufacturer of equipment for the mining and infrastructure industries, including most recently Vice President Controlling & Finance. Mr. Jonker earned a Bachelor of Commerce in Financial Management from the University of Johannesburg, South Africa, a Business Performance Diploma from the Stockholm School of Economics and a Master of Business Administration from Texas A&M University – Corpus Christi.

 

Jaco van der Merwe, President and Chief Executive Officer of Astec, said, “As we embark on this transition, I am confident in the strength and depth of Astec’s finance organization and in the Board’s selection of Heinrich as Interim CFO. Heinrich has proven his strong finance acumen and leadership abilities in his role as finance lead for our Infrastructure Solutions segment and I look forward to working closely with him over the coming months. We appreciate the many contributions Becky has made to Astec, as we have worked to strengthen the Company’s financial foundation and establish the strong momentum that we have today. We wish her the best in her future endeavors.”

 

Mrs. Weyenberg’s departure is not related to the Company’s financial or operating results or to any disagreement with the Company regarding its financial, operational, accounting or reporting policies or practices.

 

About ASTEC

 

Astec is a manufacturer of specialized equipment for asphalt road building, aggregate processing and concrete production. Astec's manufacturing operations are divided into two primary business segments: Infrastructure Solutions that includes road building, asphalt and concrete plants, thermal and storage solutions; and Materials Solutions that includes our aggregate processing equipment. Astec also operates a line of controls and automation products designed to deliver enhanced productivity through improved equipment performance.

 

For Additional Information Contact:

 

Steve Anderson

Senior Vice President of Administration and Investor Relations

Phone (423) 899-5898

E-mail: sanderson@astecindustries.com

 

 

 

 

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