8-K

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):    March 12, 2020

Mayville Engineering Company, Inc.

(Exact name of registrant as specified in its charter)

Wisconsin	001-38894	39-0944729
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

715 South Street, Mayville, Wisconsin 53050

(Address of principal executive offices, including zip code)

(920) 387-4500

(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))

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, no par value	MEC	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 the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

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

On March 12, 2020, Mayville Engineering Company, Inc. (the “Company”) announced that Stephen P. Mance, the Company’s Chief Operating Officer, is retiring in April 2020 and that Randall P. Stille, currently the Company’s Executive Vice President – Defiance Metal Products (“DMP”) & Performance Structures Operations, will become the Company’s Chief Operating Officer effective as of March 12, 2020.

Mr. Stille, 49, joined the Company in 2019 as the Vice President of Performance Structures and, in December 2019, he was promoted to Executive Vice President of DMP and Performance Structures Operations. Before joining the Company, Mr. Stille acted as Sr. Vice President of Operations at Universal Logistics Holdings, Inc. where he worked for seven years. Prior experiences include establishing international entities while living in both China and Mexico. Mr. Stille has a Masters of Science in Supply Chain Management from Michigan State University. He also earned his Bachelors Degree from DePauw University in Economics and Management.

A copy of the press release announcing the change in the Company’s Chief Operating Officer is filed as Exhibit 99 to this Current Report on Form 8-K and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits. The exhibit listed in the exhibit index below is being filed herewith.

EXHIBIT INDEX

Exhibit Number
99	Press Release of Mayville Engineering Company, Inc., dated March 12, 2020.

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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.

	MAYVILLE ENGINEERING COMPANY, INC.
Date: March 13, 2020	By:	/s/ Todd M. Butz
		Todd M. Butz
		Chief Financial Officer

EX-99

Exhibit 99

MEC ANNOUNCES CHIEF OPERATING OFFICER TRANSITION

Steve Mance to Retire Following Successful Integration of Defiance Metal Products (DMP)

Current MEC EVP Rand Stille Promoted to COO

Mayville, WI/March 12, 2020/Mayville Engineering Company (NYSE: MEC) (the “Company” or “MEC”), a leading U.S.-based value-added manufacturing partner that provides a broad range of prototyping and tooling, production fabrication, coating, assembly and aftermarket components, today announced that Steve Mance will retire as Chief Operating Officer on April 3^rd. Mance will be succeeded by Rand Stille, who currently serves as MEC’s Executive Vice President – Defiance Metal Products (DMP) & Performance Structures Operations.

“Steve Mance has made important contributions to our company following the acquisition of DMP in December 2018. He played an instrumental part in bringing our teams together and completing the successful integration of DMP as planned and on time,” said Robert Kamphuis, Chairman, President, & Chief Executive Officer. “After leading DMP for seven years and completing the transition, Steve has decided it is time to retire and we wish him all the best for the future.”

“Rand Stille joined the Company in April 2019 and quickly became an integral part of our management team,” noted Kamphuis. “Both at MEC and throughout his 27-year business career, Rand has excelled at identifying and implementing key drivers to maximize operational and financial performance. We have full confidence that Rand has diverse experience and well-rounded skill sets to succeed in his new role and that the organization will benefit from his leadership for many years to come.”

In his current role as MEC’s Executive Vice President – DMP & Performance Structures Operations, Stille has full P&L responsibility and provides operational leadership to eight MEC facilities across four states. He initially joined the company in April 2019 as Vice President – Performance Structures Operations.

Before joining MEC, Stille served as Sr. Vice President of Operations at Universal Logistics Holdings from 2017 to 2019, where he ran international operations in Bogota, Colombia and San Luis Potosi, Mexico as well as overseeing their Westport Axle Corp entities in Virginia, Kentucky, and Pennsylvania. He also served as Vice President & Executive Director of Westport Axle from 2014 to 2017 and as Vice President of Mexican Operations from 2012 to 2014. From 2011 to 2012, Stille served as Chief Operating Officer – JayTec LLC at L&W Engineering. Earlier in his career, Stille held various executive roles at Shape Corporation from 2004 to 2011, including Vice President of Mexican Operations, Vice President of Asian Operations, and Vice President of Shape’s General Motors Business Unit. At the start of his career, Stille held various managerial roles at Johnson Controls from 1994 to 2003. Stille graduated DePauw University (1993) with a Bachelor of Arts, Economics and Management and earned his Masters of Science in Supply Chain Management from Michigan State University (2014).

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About Mayville Engineering Company

MEC is a leading U.S.-based value-added manufacturing partner that provides a broad range of prototyping and tooling, production fabrication, coating, assembly and aftermarket components. Our customers operate in diverse end markets, including heavy- and medium-duty commercial vehicles, construction, powersports, agriculture, military and other end markets. We have developed long-standing relationships with our blue-chip customers based upon a high level of experience, trust and confidence.

Our one operating segment focuses on producing metal components that are used in a broad range of heavy- and medium-duty commercial vehicles, construction, powersports, agricultural, military and other products.

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