false 0000353020 0000353020 2020-07-29 2020-07-29
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported):  July 29, 2020
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
17988 Edison Avenue, Chesterfield, Missouri
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code:  (636) 530-8000
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
Class A Common Shares, $0.01 par value
The Nasdaq Global Select Market
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 2.02.
Results of Operations and Financial Condition.
Aegion Corporation (the "Company") issued an earnings release (the "Earnings Release") on July 29, 2020 to announce its financial results for the quarter ended June 30, 2020.  A copy of the Earnings Release is furnished herewith as Exhibit 99.1.
The information in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 30, 2020, Charles R. Gordon announced his intention to retire as President and Chief Executive Officer of the Company.
The Company's Board of Directors has been anticipating and planning for this transition for some time and has launched a formal executive search to identify qualified candidates, including the evaluation of internal and external leaders.  It is currently anticipated that Mr. Gordon will remain with the Company in his current role until his successor is named and successfully onboarded to ensure a smooth and orderly transition.
Item 9.01.
Financial Statements and Exhibits.
  (d) Exhibits.  The following exhibits are furnished herewith:
Exhibit Number Description
99.1 Earnings Release of Aegion Corporation, dated July 29, 2020, filed herewith.
104 Cover Page Interactive File (embedded within the Inline XBLR document).

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.
/s/ Mark A. Menghini
Senior Vice President, General Counsel and Secretary
Date:  July 30, 2020