Welbilt, Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2022-07-29: Form 8-K; Period of report 2022-07-28; Description 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 1.02.
- 2022-07-14: Form 8-K; Period of report 2022-07-11; Description 8.01 Other Events; Details 8.01.
- 2022-07-06: Form 8-K; Period of report 2022-07-05; Description 8.01 Other Events; Details 8.01.
- 2022-06-17: Form 8-K; Period of report 2022-06-17; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2022-07-29 | 8-K | 2022-07-28 | 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 1.02 In connection with the consummation of the Merger, on July 28, 2022, the Company repaid in full all outstanding amounts under its Credit Agreement, dated March 3, 2016, between Manitowoc Foodservice, Inc., the subsidiary borrowers party thereto, the lenders party thereto (the “Lenders”), JPMorgan Chase Bank, N.A., as administrative agent, Goldman Sachs Bank USA, as syndication agent, HSBC Bank USA, N.A., Citibank, N.A. and Coöperatieve Rabobank U.A., New York Branch, as co-documentation agents, and JPMorgan Chase Bank, N.A., Goldman Sachs Bank USA, HSBC Securities (USA) Inc. and Citigroup Global Markets Inc., as joint lead arrangers and joint bookrunners, as amended from time to time (the “Existing Credit Agreement”), and terminated the Existing Credit Agreement and all commitments by the Lenders to extend further credit thereunder in accordance with its terms. 2.01 The information set forth in the Introductory Note and under Items 3.03, 5.01, 5.02, 5.03 and 8.01 of this Current Report on Form 8-K is incorporated herein by reference into this Item 2.01. 2.04 The Company’s outstanding 9.500% Senior Notes due 2024 (the “Notes”) will be redeemed in full on August 4, 2022 under the indenture governing the Notes. 3.01 In connection with the consummation of the Merger, the Company notified representatives of the New York Stock Exchange (“NYSE”) that the Merger had been completed and requested that NYSE delist the Company Stock. 3.03 The information set forth in the Introductory Note and Items 2.01, 3.01, 5.01, 5.02 and 5.03 of this Current Report on Form 8-K is incorporated herein by reference into this Item 3.03. 5.01 The information set forth in the Introductory Note and under Items 2.01 and 5.02 of this Current Report on Form 8-K is incorporated herein by reference into this Item 5.01. 5.02 Pursuant to the Merger Agreement, at the Effective Time, all of the members of the Company’s board of directors (which consisted of Dino Bianco, Joan Chow, Cynthia Egnotovich, Janice Fields, Brian Gamache, William C. Johnson and Andrew Langham) ceased to be directors of the Company, and Filippo Berti and Bradford D. Willis became directors of the Company. 5.03 As of the Effective Time, the Amended and Restated Certificate of Incorporation of the Company that was in effect immediately before the Effective Time was amended and restated to be in the form attached hereto as Exhibit 3.1. 8.01 On July 29, 2022, Ali issued a press release announcing the completion of the Merger, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference into this Item 8.01. | ea163509-8k_welbilt.htm |
| 2022-07-14 | 8-K | 2022-07-11 | 8.01 Other Events | 8.01 On July 11, 2022, Welbilt, Inc., a Delaware corporation (the "Company"), received the required regulatory approval from the U.K. Competition and Markets Authority to complete the previously announced acquisition of the Company by Ali Holding S.r.l. as well as the related sale of the Company’s Manitowoc Ice business to Pentair plc (collectively, the “Transactions”). | wbt-20220711.htm |
| 2022-07-06 | 8-K | 2022-07-05 | 8.01 Other Events | 8.01 On July 5, 2022, Welbilt, Inc. (the "Company") elected to redeem all of its outstanding 9.500% Senior Notes due 2024 (the "Notes") pursuant to a notice of conditional redemption under the indenture governing the Notes. | wbt-20220705.htm |
| 2022-06-17 | 8-K | 2022-06-17 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Welbilt, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders on June 17, 2022 (the “Annual Meeting”). | wbt-20220617.htm |
| 2022-05-10 | 8-K | 2022-05-10 | 2.02 Results of Operations and Financial Condition | 2.02 On May 10, 2022, Welbilt, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2022. | wbt-20220510.htm |
| 2022-04-26 | 8-K | 2022-04-21 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 (e) On April 21, 2022, the Compensation Committee of the Board of Directors of Welbilt, Inc. (the “Company”) approved a special cash bonus arrangement (the “Transaction Bonus”) for Jennifer Gudenkauf, the Company’s Executive Vice President and Chief Human Resource Officer. | wbt-20220421.htm |
| 2022-03-03 | 8-K | 2022-03-03 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On March 3, 2022, the Company issued a press release in connection with the announcement of the Transaction. | wbt-20220303.htm |
| 2022-02-28 | 8-K | 2022-02-28 | 2.02 Results of Operations and Financial Condition | 2.02 On February 28, 2022, Welbilt, Inc. issued a press release announcing its financial results for the quarter and year ended December 31, 2021. | wbt-20220228.htm |
| 2021-12-15 | 8-K | 2021-12-09 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 (e) On December 9, 2021, the Compensation Committee of the Board of Directors of Welbilt, Inc. (the “Company”) approved a special cash bonus arrangement (the “Transaction Bonus”) for each of William C. Johnson, the Company’s President and Chief Executive Officer, Martin D. Agard, the Company’s Executive Vice President and Chief Financial Officer, and Joel H. Horn, the Company’s Executive Vice President, General Counsel and Corporate Secretary. | wbt-20211209.htm |
| 2021-11-02 | 8-K | 2021-11-02 | 2.02 Results of Operations and Financial Condition | 2.02 On November 2, 2021, Welbilt, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2021. | wbt-20211102.htm |
| 2021-09-30 | 8-K | 2021-09-30 | 5.07 Submission of Matters to a Vote of Security Holders; 7.01 Regulation FD Disclosure | 5.07 Welbilt, Inc. (the “Company”) held its Special Meeting of Stockholders on September 30, 2021 (the “Special Meeting”). 7.01 On the same date, the Company issued a press release providing an update on the transactions contemplated by the Merger Agreement. | wbt-20210930.htm |
| 2021-08-03 | 8-K | 2021-08-03 | 2.02 Results of Operations and Financial Condition | 2.02 On August 3, 2021, Welbilt, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2021. | wbt-20210803.htm |
| 2021-07-14 | 8-K | 2021-07-14 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 8.01 Other Events | 1.01 On July 14, 2021, Welbilt, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Ali Holding S.r.l., an Italian società a responsabilità limitata (“Ali”), Ali Group North America Corporation, a Delaware corporation and a wholly owned subsidiary of Ali (“Acquiror”), and Ascend Merger Corp. (“Merger Sub”), a Delaware corporation and a wholly owned subsidiary of Acquiror. 1.02 On July 5, 2021, the Company notified Middleby that it had received a proposal from Ali containing the Merger Agreement described above and that the Company Board had concluded that such proposal constituted a Company Superior Proposal (as defined in the Middleby Merger Agreement) and that, subject to Middleby’s right to negotiate with the Company during the five business day period after Middleby’s receipt of such notice, the Company Board intended to terminate the Middleby Merger Agreement and enter into a definitive agreement with Ali. 8.01 On July 14, 2021, the Company and Ali jointly issued a press release in connection with the Merger. | tm2122176d1_8k.htm |
| 2021-07-08 | 8-K | 2021-07-06 | 8.01 Other Events | 8.01 On June 21, 2021, Welbilt, Inc. (the “Company” or “Welbilt”) and The Middleby Corporation (“Middleby”) each filed with the Securities and Exchange Commission (the “SEC”) a joint proxy statement/prospectus relating to the previously announced proposed merger (the “Merger”) involving the Company and Middleby pursuant to the Agreement and Plan of Merger (the “Merger Agreement”), dated as of April 20, 2021, by and among the Company, Middleby, Middleby Marshall Inc., a Delaware corporation and a wholly owned subsidiary of Middleby (“Acquiror”), and Mosaic Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Acquiror. | tm2121762d1_8k.htm |
| 2021-05-06 | 8-K | 2021-05-06 | 2.02 Results of Operations and Financial Condition | 2.02 On May 6, 2021, Welbilt, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2021. | wbt-20210506.htm |
| 2021-04-26 | 8-K | 2021-04-23 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Welbilt, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders on April 23, 2021 (the “Annual Meeting”). | wbt-20210423.htm |
| 2021-04-21 | 8-K | 2021-04-20 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 On April 20, 2021, Welbilt, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with The Middleby Corporation, a Delaware corporation (“Middleby”), Middleby Marshall Inc., a Delaware corporation and a wholly owned subsidiary of Middleby (“Acquiror”), and Mosaic Merger Sub, Inc. (“Merger Sub”), a Delaware corporation and a wholly owned subsidiary of Acquiror. 8.01 On April 21, 2021, the Company and Middleby jointly issued a press release in connection with the Merger. | tm2113646d1_8k.htm |
| 2021-02-25 | 8-K | 2021-02-25 | 2.02 Results of Operations and Financial Condition | 2.02 On February 25, 2021, Welbilt, Inc. issued a press release announcing its financial results for the quarter and year ended December 31, 2020. | wbt-20210225.htm |
| 2020-11-03 | 8-K | 2020-11-03 | 2.02 Results of Operations and Financial Condition | 2.02 On November 3, 2020, Welbilt, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2020. | wbt-20201103.htm |
| 2020-10-26 | 8-K | 2020-10-22 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On October 22, 2020 the Audit Committee of the Board of Directors (the "Audit Committee") of Welbilt, Inc. (the "Company") with the assistance of management dismissed PricewaterhouseCoopers LLP ("PwC") as the Company’s independent registered public accounting firm, effective upon the completion of its audit and the issuance of its reports on the Company’s consolidated financial statements to be included in the Company’s Annual Report on Form 10-K for the year ending December 31, 2020. | wbt-20201022.htm |
| 2020-08-21 | 8-K | 2020-08-17 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On August 17, 2020, the Board of Directors of Welbilt, Inc. (the “Company”) appointed Kimberly Perez to serve as the Company’s Vice President and Chief Accounting Officer (principal accounting officer) effective September 8, 2020. | wbt-2020820x8k502.htm |
| 2020-08-04 | 8-K | 2020-08-04 | 2.02 Results of Operations and Financial Condition | 2.02 On August 4, 2020, Welbilt, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2020. | wbt-20200630x8k.htm |
| 2020-07-27 | 8-K | 2020-07-23 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On and effective July 23, 2020, the Board of Directors of Welbilt, Inc. (the “Company”) approved an amendment and restatement of the Company’s Amended and Restated Bylaws (the “Bylaws”), to revise Section 7.6, Exclusive Forum. | wbt-2020727x8k.htm |
| 2020-05-18 | 8-K | 2020-05-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On May 14, 2020, Jamie E. Palm notified Welbilt, Inc. (the "Company") of her resignation from the Company, including from her position as Vice President, Corporate Controller and Chief Accounting Officer (principal accounting officer), effective as of June 1, 2020, to pursue an external opportunity. | wbt-2020518x8k502.htm |
| 2020-05-05 | 8-K | 2020-05-05 | 2.02 Results of Operations and Financial Condition | 2.02 On May 5, 2020, Welbilt, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2020. | wbt-20200331x8k.htm |
| 2020-04-29 | 8-K | 2020-04-24 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Welbilt, Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders on April 24, 2020 (the “Annual Meeting”). | a8kitem5072020.htm |
| 2020-04-20 | 8-K | 2020-04-17 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 2.03 The information set forth in Item 1.01 is incorporated herein by reference into this Item 2.03. 7.01 On April 20, 2020, the Company issued a press release announcing the Amendment. | wbt-2020420x8k.htm |
| 2020-04-06 | 8-K | 2020-04-06 | 7.01 Regulation FD Disclosure | 7.01 On April 6, 2020, Welbilt, Inc. (the "Company") issued a press release providing an update regarding the impact of COVID-19 on the Company's business. | wbt-202046x8k.htm |
| 2020-03-24 | 8-K | 2020-03-18 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On March 18, 2020, the Board of Directors of Welbilt, Inc. (the "Company") approved the separation of Josef Matosevic from the Company, including Mr. Matosevic's resignation from his position as Executive Vice President and Chief Operating Officer. 7.01 On March 24, 2020, the Company issued a press release announcing changes in its management structure, including the departure of Mr. Matosevic. | wbt-2020324x8k502.htm |
| 2020-03-23 | 8-K | 2020-03-23 | 7.01 Regulation FD Disclosure | 7.01 On March 23, 2020, Welbilt, Inc. (the "Company") issued a press release announcing the change of the location of the Company’s 2020 annual meeting of stockholders. | wbt-2020323x8k.htm |
| 2020-03-20 | 8-K | 2020-03-20 | 7.01 Regulation FD Disclosure | 7.01 On March 20, 2020, Welbilt, Inc. (the "Company") issued a press release announcing the withdrawal by the Company of previously-issued 2020 full-year guidance due to the impact of the outbreak of the novel coronavirus, or COVID-19. | wbt-2020320x8k.htm |
| 2020-02-25 | 8-K | 2020-02-25 | 2.02 Results of Operations and Financial Condition | 2.02 On February 25, 2020, Welbilt, Inc. issued a press release announcing its financial results for the quarter and year ended December 31, 2019. | wbt-20191231x8k.htm |
| 2019-11-05 | 8-K | 2019-11-05 | 2.02 Results of Operations and Financial Condition | 2.02 On November 5, 2019, Welbilt, Inc. (the "Company") issued a press release announcing its financial results for the quarter ended September 30, 2019. | wbt-20190930x8k.htm |
| 2019-10-30 | 8-K | 2019-10-24 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 24, 2019, the Compensation Committee of the Board of Directors of Welbilt, Inc. (the “Company”) granted Joel H. Horn, the Company’s Executive Vice President, General Counsel and Corporate Secretary, a special, one-time compensation award in the aggregate amount of $125,000 in connection with his temporary promotion to oversee, on a transitional basis, the Company’s human resources department, consisting of (i) a one-time cash award of $62,500 and (ii) a one-time grant of 3,639 restricted stock units, vesting one year from the date of grant, in the amount of $62,500. | wbt-item502x8k.htm |
| 2019-08-06 | 8-K | 2019-08-06 | 2.02 Results of Operations and Financial Condition | 2.02 On August 6, 2019, Welbilt, Inc. (the "Company") issued a press release announcing its financial results for the quarter ended June 30, 2019. | wbt-20190630x8k.htm |
| 2019-05-14 | 8-K | 2019-05-14 | 7.01 Regulation FD Disclosure | 7.01 Welbilt, Inc. (the “Company”) will host its previously announced Investor Day today, May 14, 2019, from its headquarters in New Port Richey, Florida at 8:30 a.m. | wbt-20190514x8kitem701.htm |
| 2019-05-07 | 8-K | 2019-05-07 | 2.02 Results of Operations and Financial Condition | 2.02 On May 7, 2019, Welbilt, Inc. (the "Company") issued a press release announcing its financial results for the quarter ended March 31, 2019. | wbt-20190331x8k.htm |
| 2019-04-30 | 8-K | 2019-04-26 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Welbilt, Inc. (the “Company”) held its 2019 Annual Meeting of Stockholders on April 26, 2019 (the “Annual Meeting”). | wbt-201942619x8kitem507.htm |
| 2019-04-05 | 8-K | 2019-04-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 As previously reported on a Current Report on Form 8-K filed March 18, 2019, Haresh Shah, the current Executive Vice President and Chief Financial Officer of Welbilt, Inc. (the “Company”), is leaving the Company. | wbt-20190403x8kitem502.htm |
| 2019-03-18 | 8-K | 2019-03-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 14, 2019, the Board of Directors of Welbilt, Inc. (the “Company”) appointed Martin D. Agard as Executive Vice President and Chief Financial Officer of the Company, effective April 8, 2019. | form8k.htm |
| 2019-02-19 | 8-K | 2019-02-19 | 2.02 Results of Operations and Financial Condition | 2.02 On February 19, 2019, Welbilt, Inc. (the "Company") issued a press release announcing its financial results for the quarter and year ended December 31, 2018. | wbt-20181231x8k.htm |
| 2018-12-17 | 8-K | 2018-12-11 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 11, 2018, the Compensation Committee (the “Committee”) of the Board of Directors of Welbilt, Inc. (the “Company”) approved and adopted the Welbilt, Inc. Executive Severance Policy (the “Policy”), which Policy is immediately effective. | wbt-20181217xkitem502execu.htm |
| 2018-11-29 | 8-K | 2018-11-27 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On November 27, 2018, Andreas G. Weishaar, Executive Vice President and Chief Transformation and Digital Officer of Welbilt, Inc. (the “Company”), notified the Company of his intent to resign, effective as of January 3, 2019, to pursue other opportunities. | wbt-20181128x8kitem502.htm |
| 2018-11-05 | 8-K | 2018-11-05 | 2.02 Results of Operations and Financial Condition | 2.02 On November 5, 2018, Welbilt, Inc. (the "Company") issued a press release announcing its financial results for the quarter ended September 30, 2018. | wbt-2018930x8k.htm |
| 2018-11-05 | 8-K | 2018-11-03 | 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review | 4.02 On November 3, 2018, the Audit Committee of the Board of Directors of Welbilt, Inc. (the “Company”), after considering the recommendation of management and after consulting with PricewaterhouseCoopers LLP, the Company’s independent registered public accounting firm (“PwC”), determined that the Company’s previously issued consolidated financial statements as of and for the year ended December 31, 2016 and the related report of PwC as it relates to such period as included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 should no longer be relied upon because of prior period errors. | wbt-20181105x8kitem402.htm |
| 2018-10-29 | 8-K | 2018-10-23 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information set forth in Item 1.01 is incorporated herein by reference into this Item 2.03. | form8k.htm |
| 2018-10-29 | 8-K | 2018-10-25 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 25, 2018, the Board of Directors of Welbilt, Inc. (the “Company”), appointed William (“Bill”) C. Johnson as President and Chief Executive Officer of the Company, effective as of the day immediately following the day upon which the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2018 is filed with the Securities and Exchange Commission. | form8k.htm |
| 2018-08-14 | 8-K | 2018-08-09 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On August 9, 2018, Welbilt, Inc. (the “Company”) announced that Hubertus M. Mühlhäuser is resigning as a Director, President and Chief Executive Officer of the Company, effective August 31, 2018, to become the Chief Executive Officer and a Director of CNH Industrial N.V., a global manufacturer of capital goods comprising agricultural and construction equipment, commercial and specialty vehicles and powertrain technologies. | form8k.htm |
| 2018-08-09 | 8-K | 2018-08-09 | 2.02 Results of Operations and Financial Condition | 2.02 On August 9, 2018, Welbilt, Inc. (the "Company") issued a press release announcing its financial results for the quarter ended June 30, 2018. | wbt-2018630x8k.htm |
| 2018-05-07 | 8-K | 2018-05-07 | 2.02 Results of Operations and Financial Condition | 2.02 On May 7, 2018, Welbilt, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2018. | wbt-2018331x8k.htm |
| 2018-04-30 | 8-K | 2018-04-27 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Welbilt, Inc. (the “Company”) held its 2018 Annual Meeting of Stockholders on April 27, 2018 (the “Annual Meeting”). | s002235x2_8k.htm |
| 2018-04-18 | 8-K | 2018-04-13 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | form8k.htm |
| 2018-02-26 | 8-K | 2018-02-26 | 2.02 Results of Operations and Financial Condition | 2.02 On February 26, 2018, Welbilt, Inc. issued a press release announcing its financial results for the quarter and year ended December 31, 2017. | wbt-20171231x8k.htm |
| 2018-02-07 | 8-K | 2018-02-02 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | d532345d8k.htm |
| 2017-12-18 | 8-K | 2017-12-13 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On December 13, 2017, the Board of Directors of Welbilt, Inc. (the “Company”) amended the Company’s Amended and Restated Bylaws, effective as of December 13, 2017 (as so amended, the “Bylaws”), to implement proxy access. | d443633d8k.htm |
| 2017-11-06 | 8-K | 2017-11-06 | 2.02 Results of Operations and Financial Condition | 2.02 On November 6, 2017, Welbilt, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2017. | wbt-20170930x8k.htm |
| 2017-09-13 | 8-K | 2017-09-07 | 8.01 Other Events | 8.01 On September 7, 2017, Welbilt, Inc. (the “Company”) entered into an amendment (the “Amendment”) to the Credit Agreement, dated as of March 3, 2016, among the Company, the subsidiary borrowers party thereto, JPMorgan Chase Bank, N.A., as administrative agent and the other lenders and financial institutions party thereto (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). | d448584d8k.htm |
| 2017-08-09 | 8-K | 2017-08-09 | 2.02 Results of Operations and Financial Condition | 2.02 On August 9, 2017, Welbilt, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2017. | wbt-20170630x8k.htm |
| 2017-07-19 | 8-K/A | 2017-07-19 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 The Board of Directors of the Company has considered the outcome of this advisory vote and has determined that the Company will hold future Say-on-Pay votes on an annual basis. | a0719178-k.htm |
| 2017-05-16 | 8-K | 2017-05-16 | 2.02 Results of Operations and Financial Condition | 2.02 Welbilt, Inc. is disclosing certain quarterly and full-year segment financial information for the year ended December 31, 2016, which is furnished herewith as Exhibit 99.1 and is incorporated herein by reference. | a0516178-k.htm |
| 2017-05-08 | 8-K | 2017-05-08 | 2.02 Results of Operations and Financial Condition | 2.02 On May 8, 2017, Welbilt, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2017. | wbt-20170331x8k.htm |
| 2017-05-04 | 8-K | 2017-05-04 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders | 5.02 On April 28, 2017, Welbilt, Inc. (the “Company”) appointed Haresh Shah to Senior Vice President and Chief Financial Officer, effective May 1, 2017 (the “Effective Date”). 5.07 The Company held its 2017 Annual Meeting of Stockholders on April 28, 2017 (the “Annual Meeting”). | a0504178-k.htm |
| 2017-05-03 | 8-K | 2017-05-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 10, 2017, Welbilt, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Initial Form 8-K”) announcing the appointment of Brian R. Gamache to its Board of Directors (the “Board”), effective March 6, 2017. | a0503178-k.htm |
| 2017-03-10 | 8-K | 2017-03-06 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 6, 2017, Welbilt, Inc. (the “Company”) appointed Brian R. Gamache to its Board of Directors (the “Board”), effective immediately. | d338485d8k.htm |
| 2017-03-09 | 8-K | 2017-03-03 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 5.03 On March 3, 2017, Welbilt, Inc. (the “Company”) filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) to effect a change of the Company’s name from “Manitowoc Foodservice, Inc.” to “Welbilt, Inc.,” effective as of March 3, 2017 (the “Name Change”). 8.01 On March 6, 2017, the Company entered into an amendment (the “Amendment”) to its Credit Agreement, dated as of March 3, 2016, among the Company, the subsidiary borrowers party thereto, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Goldman Sachs Bank USA, as syndication agent, HSBC Bank USA, N.A., Citibank, N.A. and Coöperatieve Rabobank U.A., New York Branch, as co-documentation agents and J.P. Morgan Securities LLC, Goldman Sachs Bank USA, HSBC Securities (USA) Inc. and Citigroup Global Markets Inc., as joint lead arrangers and joint bookrunners (the “Credit Agreement”). | d320074d8k.htm |
| 2017-02-21 | 8-K | 2017-02-16 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 16, 2017, John O. Stewart, the Senior Vice President and Chief Financial Officer of Manitowoc Foodservice, Inc. (the “Company”), notified the Company of his intent to retire, effective as of April 28, 2017 (the “Retirement Date”). | d345421d8k.htm |
| 2017-02-15 | 8-K | 2017-02-15 | 2.02 Results of Operations and Financial Condition | 2.02 On February 15, 2017, Manitowoc Foodservice, Inc. issued a press release announcing its financial results for the fourth quarter and full-year ended December 31, 2016. | mfs-20161231x8k.htm |
| 2017-02-06 | 8-K | 2017-02-06 | 8.01 Other Events | 8.01 On February 6, 2017, Manitowoc Foodservice, Inc. announced that it is rebranding the company, its logo and its brand identity to Welbilt, Inc. The ticker symbol will change to “NYSE:WBT” on March 6, 2017. | a0206178-k.htm |
| 2017-01-17 | 8-K | 2017-01-17 | 8.01 Other Events | 8.01 Manitowoc Foodservice, Inc. is announcing that its 2017 annual meeting of stockholders will be held at its corporate headquarters in New Port Richey, Florida on April 28, 2017. | a0117178-k.htm |
| 2016-12-19 | 8-K | 2016-12-19 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 13, 2016, Maurice D. Jones, the Senior Vice President, General Counsel and Secretary of Manitowoc Foodservice, Inc. (the “Company”), notified the Company of his intent to retire, effective as of January 2, 2017. | a1219168-k.htm |
| 2016-11-07 | 8-K | 2016-11-07 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On November 1, 2016 (the “Effective Date”), Manitowoc Foodservice, Inc. (the “Company”) entered into new employment agreements (each an “Employment Agreement” and collectively, the “Employment Agreements”) with Hubertus M. Muehlhaeuser, the Company’s President and Chief Executive Officer, and John O. Stewart, the Company’s Senior Vice President and Chief Financial Officer (collectively, the “Executive Officers”). | a1107168-k.htm |
| 2016-11-07 | 8-K | 2016-11-07 | 2.02 Results of Operations and Financial Condition | 2.02 On November 7, 2016, the company issued a press release describing its results of operations for the three and nine months ended September 30, 2016 and 2015. | mfs-20160930x8k.htm |
| 2016-10-04 | 8-K | 2016-10-04 | 8.01 Other Events | 8.01 On September 28, 2016, Manitowoc Foodservice, Inc. (the “Company”) entered into an amendment (the “Amendment”) to its Credit Agreement, dated as of March 3, 2016, among the Company, the subsidiary borrowers party thereto, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Goldman Sachs Bank USA, as syndication agent, HSBC Bank USA, N.A., Citibank, N.A. and Coöperatieve Rabobank U.A., New York Branch, as co-documentation agents and J.P. Morgan Securities LLC, Goldman Sachs Bank USA, HSBC Securities (USA) Inc. and Citigroup Global Markets Inc., as joint lead arrangers and joint bookrunners (the “Credit Agreement”). | a1004168-k.htm |
| 2016-08-11 | 8-K | 2016-08-11 | 2.02 Results of Operations and Financial Condition | 2.02 On August 11, 2016, the company issued a press release describing its results of operations for the three and six months ended June 30, 2016 and 2015. | mfs-20160630x8k.htm |
| 2016-06-13 | 8-K | 2016-06-13 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective June 13, 2016, the Board of Directors of Manitowoc Foodservice, Inc. (the “Company”) named Haresh Shah as Vice President Controller and Chief Accounting Officer. | a613168-k.htm |
| 2016-05-12 | 8-K | 2016-05-12 | 2.02 Results of Operations and Financial Condition | 2.02 On May 12, 2016, the company issued a press release describing its results of operations for the three months ended March 31, 2016 and 2015. | mfs-20160512x8k.htm |
| 2016-04-28 | 8-K | 2016-04-27 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 As previously disclosed, Manitowoc Foodservice, Inc. (the “Company”) has entered into employment agreements with certain members of its senior management team. | d156402d8k.htm |
| 2016-04-12 | 8-K | 2016-04-12 | 2.02 Results of Operations and Financial Condition | 2.02 Manitowoc Foodservice, Inc. is furnishing certain quarterly segment financial data and certain quarterly non-GAAP financial measures, in each case for the years ended December 31, 2015 and 2014, which are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this current report and are incorporated in this Item 2.02 by reference. | mfs-20160412xk.htm |
| 2016-03-29 | 8-K | 2016-03-28 | 1.01 Entry into a Material Definitive Agreement | 1.01 On March 28, 2016, Manitowoc Foodservice, Inc. (“MFS”) and The Manitowoc Company, Inc. (“MTW”) amended certain provisions of the Employee Matters Agreement, effective as of March 4, 2016, by and between MTW and MFS (the “Agreement”), relating to the adjustment of outstanding stock options in connection with the separation of the business of MFS and its subsidiaries from MTW (the “Spin-Off”) that occurred on March 4, 2016 (the “Effective Date”) to better reflect the intention of the parties. | mfs-20163298xk.htm |
| 2016-03-14 | 8-K | 2016-03-08 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | d121853d8k.htm | |
| 2016-03-09 | 8-K | 2016-03-03 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 1.01 On March 4, 2015 (the “Distribution Date”), The Manitowoc Company, Inc. (“Manitowoc ParentCo”) completed the previously announced spin-off (the “Spin-Off”) of its wholly owned subsidiary, Manitowoc Foodservice, Inc. (“Manitowoc Foodservice,” “we,” “our” or “us”). 5.02 Effective as of March 4, 2016, the compensatory arrangements described below, in which one or more of Manitowoc Foodservice’s named executive officers participate, became effective. 8.01 On March 4, 2016, we issued a press release announcing the completion of the Spin-Off. | d150497d8k.htm |
| 2016-02-24 | 8-K | 2016-02-18 | 1.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.01 On February 18, 2016, in connection with the previously announced spin-off (the “Spin-Off”) of Manitowoc Foodservice, Inc. (“Manitowoc Foodservice”) from The Manitowoc Company, Inc. (“Manitowoc ParentCo”), Manitowoc Foodservice’s wholly owned subsidiary, MTW Foodservice Escrow Corp. (the “Escrow Issuer”), entered into an indenture (the “Indenture”) with Wells Fargo Bank, National Association, as trustee (in such capacity, the “Trustee”). 5.03 On February 22, 2016, in anticipation of the Spin-Off, Manitowoc Foodservice filed its amended and restated certificate of incorporation (the “Amended Certificate”) with the Secretary of State of the State of Delaware, and the Amended Certificate became effective the same day. | d54505d8k.htm |
| 2016-02-18 | 8-K | 2016-02-18 | 7.01 Regulation FD Disclosure | 7.01 A copy of materials that will be used in investor presentations (the “Investor Presentation”) delivered by representatives of Manitowoc Foodservice, Inc. (the “Company”) in connection with the commencement of “when-issued” equity trading of the Company’s common stock on February 18, 2016, is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information contained in the Investor Presentation is summary information that should be considered in the context of the Company’s filings with the Securities and Exchange Commission and other public announcements that the Company may make by press release or otherwise from time to time. | d143936d8k.htm |