GLDD Great Lakes Dredge and Dock Corporation

 

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): January 5, 2025

 

 

Great Lakes Dredge & Dock Corporation

(Exact name of registrant as specified in its charter)

 

 

Delaware	001-33225 (Commission File Number)	20-5336063
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)
9811 Katy Freeway, Suite 1200, Houston, TX		77024
(Address of principal executive offices)		(Zip Code)

(346) 359-1010

(Registrant’s telephone number, including area code)

 

(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))

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 $0.0001)	GLDD	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. ☐

 

 

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory

Arrangements of Certain Officers.

 

Expansion of Board of Directors and Election of New Director

 

On January 5, 2025, the Board elected Dana Armstrong as a director, effective immediately. Also on January 5, 2025, the Board increased the size of the Board from six to seven members. At this time, the Company has not made a determination regarding any Board committee assignments for Ms. Armstrong.

 

Since 2020, Ms. Armstrong has served as Executive Vice President and Chief Financial Officer of Excelerate Energy, Inc. (NYSE:EE), the world’s leading provider of floating storage and regasification units and downstream Liquified Natural Gas infrastructure. Previously, Ms. Armstrong served as Senior Vice President and Chief Financial Officer of Scientific Drilling International, a global energy services provider and manufacturer specializing in high accuracy wellbore placement and drilling solutions from 2015 - 2020; and held various financial positions from 2007 - 2015, including Vice President and Global Treasurer at Ion Geophysical Corporation, provider of geophysical technology, services, and solutions to the global oil and gas industry.

Ms. Armstrong holds a Bachelor’s degree in Accounting and Master’s degree in Finance from the University of Houston, C.T. Bauer College of Business. Ms. Armstrong is also a licensed Certified Public Accountant in the State of Texas.

 

Ms. Armstrong will receive the standard compensation payable to non-employee directors of the Company, which is an annual retainer of $160,000, payable quarterly in arrears and generally payable 50% in cash and 50% in grants of fully vested shares of the Company's common stock at the end of each fiscal quarter.

 

There are no arrangements or understandings between Ms. Armstrong and any other person pursuant to which Ms. Armstrong was selected as a director of the Company. Neither Ms. Armstrong nor any of her immediate family members have been a party to any transaction or current proposed transaction with the Company that is reportable under Item 404(a) of Regulation S-K.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

 

 

 

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EXHIBIT INDEX

 

Number Exhibit

 

99.1 Press Release of Great Lakes Dredge & Dock Corporation dated January 8, 2025.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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SIGNATURE

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.

 

GREAT LAKES DREDGE & DOCK CORPORATION
By:		/s/Vivienne R. Schiffer
		Vivienne R. Schiffer
		Senior Vice President, Chief Legal Officer, Chief Compliance Officer and Corporate Secretary

 

Date: January 8, 2025

 

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	News from Great Lakes Dredge & Dock Corporation   For further information contact: Tina Baginskis Director, Investor Relations 630-574-3024

 

 

Great Lakes Announces Election of New Director

HOUSTON, January 8, 2025 (GLOBE NEWSWIRE) -- Great Lakes Dredge & Dock Corporation ("Great Lakes" or the “Company”) (NASDAQ: GLDD), the largest provider of dredging services in the United States, announced that Dana Armstrong was elected to its Board of Directors. Her election as a new independent director was effective January 5, 2025, and increases the number of Board members to seven.

Lawrence R. Dickerson, Chairman of the Board, commented, "On behalf of the Board, it is my great pleasure to welcome Dana Armstrong to the Great Lakes Board of Directors. Dana’s election demonstrates the Company’s commitment to Board refreshment and depth of knowledge and her wide-ranging experience and leadership will be a tremendous addition to our Board."

 

Since 2020, Ms. Armstrong has served as Executive Vice President and Chief Financial Officer of Excelerate Energy, Inc. (NYSE:EE), the world’s leading provider of floating storage and regasification units and downstream Liquified Natural Gas infrastructure. Previously, Ms. Armstrong served as Senior Vice President and Chief Financial Officer of Scientific Drilling International, a global energy services provider and manufacturer specializing in high accuracy wellbore placement and drilling solutions from 2015 to 2020. Prior to that, she held several financial positions from 2007 to 2015, at Ion Geophysical Corporation, which at the time was a publicly traded provider of geophysical technology, services, and solutions to the global oil and gas industry, including Vice President and Global Treasurer.

 

Ms. Armstrong holds a Bachelor’s Degree in Accounting and Master’s Degree in Finance from the University of Houston, C.T. Bauer College of Business. Ms. Armstrong is also a licensed Certified Public Accountant in the State of Texas.

 

 

 

 

 

 

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The Company

Great Lakes Dredge & Dock Corporation (“Great Lakes” or the “Company”) is the largest provider of dredging services in the United States. In addition, Great Lakes is fully engaged in expanding its core business into the rapidly developing offshore wind energy industry. The Company has a long history of performing significant international projects. The Company employs experienced civil, ocean and mechanical engineering staff in its estimating, production and project management functions. In its over 134-year history, the Company has never failed to complete a marine project. Great Lakes owns and operates the largest and most diverse fleet in the U.S. dredging industry, comprised of approximately 200 specialized vessels. Great Lakes has a disciplined training program for engineers that ensures experienced-based performance as they advance through Company operations. The Company’s Incident-and Injury-Free® (IIF®) safety management program is integrated into all aspects of the Company’s culture. The Company’s commitment to the IIF® culture promotes a work environment where employee safety is paramount.

 

 

 

 

 

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Cover	Jan. 05, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 05, 2025
Entity File Number	001-33225
Entity Registrant Name	Great Lakes Dredge & Dock Corporation
Entity Central Index Key	0001372020
Entity Tax Identification Number	20-5336063
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	9811 Katy Freeway, Suite 1200
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77024
City Area Code	346
Local Phone Number	359-1010
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock (Par Value $0.0001)
Trading Symbol	GLDD
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

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