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): October 31, 2011
QUANEX BUILDING PRODUCTS
CORPORATION
(Exact name of registrant as
specified in its charter)
| Delaware | 1-33913 | 26-1561397 | ||
| (State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 1900 West Loop South, Suite
1500 Houston, Texas |
77027 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: 713-961-4600
| (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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 31, 2011, the Board of Directors of Quanex Building Products Corporation (the “Company”), acting upon the recommendation of its Nominating and Corporate Governance Committee, elected Robert R. “Bob” Buck, age 63, to the Board of Directors of the Company, effective November 15, 2011. Mr. Buck is the current Executive Chairman and retired Chairman and Chief Executive Officer of Beacon Roofing Supply, Inc. (NASDAQ:BECN), one of North America’s largest roofing material distributors. Prior to joining Beacon in 2003, Mr. Buck spent 21 years in various positions with Cintas Corporation. Mr. Buck graduated from the University of Cincinnati with a BS in Finance. Mr. Buck will serve on the Audit Committee of the Company’s Board of Directors.
There is no arrangement or understanding between Mr. Buck and any other person pursuant to which Mr. Buck was selected as a director. Since November 1, 2008, Mr. Buck has had no direct or indirect interest in any transaction or series of similar transactions contemplated by the language of Item 404(a) of Regulation S-K.
The foregoing is qualified by reference to the Press Release announcing Mr. Buck’s election as director, which is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
| (a) |
Financial Statements of businesses
acquired.
|
Not applicable
| (b) |
Pro forma financial information.
|
Not applicable
| (c) |
Exhibits.
|
Exhibit 99.1. Press release dated October 31, 2011.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| QUANEX BUILDING PRODUCTS CORPORATION | ||
| (Registrant) | ||
November 3, 2011 |
/s/ Brent L. Korb | |
| (Date) | Brent L. Korb Senior Vice President – Finance and Chief Financial Officer |
Exhibit Index
| 99.1 | Press Release dated October 31, 2011. |