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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 4, 2024 BRADY CORPORATION
(Exact name of registrant as specified in its charter) Commission File Number 1-14959
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| Wisconsin | | 39-0178960 |
| (State or other jurisdiction of incorporation or organization) | | (IRS Employer Identification No.) |
6555 West Good Hope Road
Milwaukee, Wisconsin 53223
(Address of principal executive offices and Zip Code)
(414) 358-6600
(Registrant’s Telephone Number) 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:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | 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:
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| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Class A Nonvoting Common Stock, par value $0.01 per share | BRC | New York Stock Exchange |
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 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 |
On September 4, 2024, the Board of Directors of the Company elected Deidre Cusack to join the Board of Directors, effective immediately. Ms. Cusack had been nominated for election to the Board of Directors through a process conducted by the Corporate Governance Committee of the Board of Directors. Ms. Cusack has been appointed to the Technology Committee of the Board of Directors.
Ms. Cusack was Executive Vice President, Global Products & Solutions for Dematic Corporation from 2020 until her retirement in 2024. There are no actual or proposed transactions between Ms. Cusack or any of her related persons and the Company that would require disclosure under Item 404 (a) of Regulation S-K in connection with her appointment as a director of the Company.
Ms. Cusack will be entitled to the standard compensation provided to non-employee directors as described in the Company’s Annual Report on Form 10-K. Ms. Cusack will receive an award of $135,000 in fair value of unrestricted Class A Nonvoting Common Stock with a grant date of October 2, 2024.
On September 10, 2024, the Company issued a press release announcing the election of Ms. Cusack to the Board of Directors. A copy of the press release is being provided to the Securities and Exchange Commission as Exhibit 99.1 attached hereto and is incorporated herein by reference.
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| Item 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
(d) Exhibits
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| EXHIBIT NUMBER | DESCRIPTION |
| 99.1 | |
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| 104 | Cover Page Interactive Data File (embedded within Inline XBRL document). |
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.
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| | | BRADY CORPORATION |
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| Date: September 10, 2024 | | |
| | |
| | /s/ ANN E. THORNTON |
| | Ann E. Thornton |
| | Chief Financial Officer, Chief Accounting Officer and Treasurer |
\n\n\n\n\nDocumentEXHIBIT 99.1
For More Information:
Investor contact: Ann Thornton 414-438-6887
Media contact: Kate Venne 414-358-5176
Deidre Cusack joins Brady Corporation Board of Directors
MILWAUKEE (September 10, 2024)—Brady Corporation (NYSE:BRC) (“Brady” or “Company”) announced that Deidre (Dee) Cusack has joined its Board of Directors, effective September 4, 2024.
Ms. Cusack was Executive Vice President of Global Products & Solutions for Dematic Corporation, a manufacturer of intelligent automated solutions for manufacturing, warehouse, and distribution environments from 2020 until her retirement in 2024. Prior to Dematic, she spent 10 years at ABB in several business unit leadership roles, most recently as Group Senior Vice President & Global Product Group Manager of Distribution Transformers, and previously served in a variety of research and development and other leadership roles at Ametek and Raytheon Technologies Corp.
Ms. Cusack received a Master of Science in Electrical Engineering from Tufts University and a Bachelor of Science in Optics from the University of Rochester.
“Brady is committed to drive growth through innovation, research and development and investments in technologies to deliver shareholder value over the long-term,” said Cusack. “I’m looking forward to working with Brady’s leadership team and its Board of Directors as the Company continues to develop technologically advanced new products.”
“Dee’s strong leadership skills and the depth of her expertise in technology makes her an excellent addition to the Brady Board of Directors, and her election demonstrates Brady’s ongoing commitment to innovation,” said Bradley C. Richardson, Chair of Brady’s Board of Directors.
“I am pleased to welcome Dee to Brady’s Board of Directors. Dee brings valuable experience from her roles in high-technology global businesses which will be invaluable to Brady as we continue to expand our offerings of new products,” said Russell R. Shaller, Brady’s President and Chief Executive Officer.
Brady Corporation is an international manufacturer and marketer of complete solutions that identify and protect people, products and places. Brady’s products help customers increase safety, security, productivity and performance and include high-performance labels, signs, safety devices, printing systems and software. Founded in 1914, the Company has a diverse customer base in electronics, telecommunications, manufacturing, electrical, construction, medical, aerospace and a variety of other industries. Brady is headquartered in Milwaukee, Wisconsin and as of July 31, 2024, employed approximately 5,700 people in its worldwide businesses. Brady’s fiscal 2024 sales were approximately $1.34 billion. Brady stock trades on the New York Stock Exchange under the symbol BRC. More information is available at www.bradycorp.com.
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