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): November 7, 2016
MILLER INDUSTRIES, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Tennessee | 001-14124 | 62-1566286 |
| (State or Other Jurisdiction of | (Commission File Number) | (I.R.S. Employer Identification No.) |
| Incorporation or organization) |
8503 Hilltop Drive, Ooltewah, Tennessee
37363
(Address of Principal Executive Offices)
(Zip Code)
(423) 238-4171
(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:
| ¨ | 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)) |
| Item 2.02 | Results of Operations and Financial Condition. |
On November 9, 2016, Miller Industries, Inc. (the “Company”) issued a press release (the “Earnings Release”) announcing its financial results for the quarter ended September 30, 2016. A copy of the Earnings Release is furnished as Exhibit 99.1 to this Form 8-K.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 7, 2016, the Board of Directors of the Company received notice of the retirement of J. Vincent Mish, the Company’s Executive Vice President, Chief Financial Officer and Treasurer, effective December 31, 2016.
On November 7, 2016, the Board of Directors appointed Deborah Whitmire, the Company’s Vice President and Corporate Controller, to be the Company’s next Executive Vice President, Chief Financial Officer and Treasurer, to succeed Mr. Mish. In connection with her appointment, Ms. Whitmire will receive an annual base salary of $225,000, effective January 1, 2017. Biographical and compensation information for Ms. Whitmire are included in the Company’s Proxy Statement for the 2016 Annual Meeting of Shareholders and are incorporated herein by reference.
A press release announcing Mr. Mish’s retirement and Ms. Whitmire’s appointment is furnished as Exhibit 99.2 to this Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
|
Exhibit No. |
Exhibit Description | |
| 99.1 |
Press Release of Miller Industries, Inc. dated November 9, 2016 announcing its financial results for the quarter ended September 30, 2016 | |
| 99.2 | Press Release of Miller Industries, Inc. dated November 9, 2016 announcing retirement of J. Vincent Mish as Chief Financial Officer and appointment of Deborah Whitmire as new Chief Financial Officer |
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.
| Miller Industries, Inc. | ||
| (Registrant) | ||
| By: | /s/ J. Vincent Mish | |
| J. Vincent Mish Executive Vice President and Chief Financial Officer | ||
Dated: November 9, 2016