0000824142-16-000219.txt : 20161103 0000824142-16-000219.hdr.sgml : 20161103 20161103092215 ACCESSION NUMBER: 0000824142-16-000219 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20161103 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20161103 DATE AS OF CHANGE: 20161103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AAON INC CENTRAL INDEX KEY: 0000824142 STANDARD INDUSTRIAL CLASSIFICATION: AIR COND & WARM AIR HEATING EQUIP & COMM & INDL REFRIG EQUIP [3585] IRS NUMBER: 870448736 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18953 FILM NUMBER: 161970372 BUSINESS ADDRESS: STREET 1: 2425 SOUTH YUKON CITY: TULSA STATE: OK ZIP: 74107 BUSINESS PHONE: 9185832266 MAIL ADDRESS: STREET 1: 2425 SOUTH YUKON CITY: TULSA STATE: OK ZIP: 74107 FORMER COMPANY: FORMER CONFORMED NAME: DIAMOND HEAD RESOURCES INC DATE OF NAME CHANGE: 19900808 8-K 1 aaonexecutiveappointment8-k.htm 8-K Document


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): November 3, 2016

AAON, INC.
(Exact name of Registrant as Specified in Charter) 
Nevada
0-18953
87-0448736
(State or Other Jurisdiction
(Commission File Number: )
(IRS Employer Identification No.)
of Incorporation)
 
 
 
 
 
2425 South Yukon, Tulsa, Oklahoma 
 
74107
(Address of Principal Executive Offices)
 
(Zip Code)
 
(Registrant's telephone number, including area code): (918) 583-2266

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))






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

(c) On November 1, 2016, the Board of Directors of AAON, Inc. (the "Company"), elected Gary D. Fields to be the Company's next President.

Mr. Fields has been a member of the Company’s Board of Directors since 2015, and will continue to serve on the Board but will no longer serve on any Board Committees.

Mr. Fields has more than 35 years of HVAC industry experience, and is resuming active management after a brief hiatus following the sale in late 2012 of his ownership interest in his previous company, Texas AirSystems. From 1983 to 2012, Mr. Fields was an HVAC equipment sales representative at (and, from 2002 to 2012, a member of the ownership group of) Texas AirSystems, the largest independent HVAC equipment and solutions provider in the state of Texas. From 2013 to 2015, Mr. Fields, through GKR Partners LTD (an HVAC business development firm owned by Mr. Fields), provided business development advice and consultation to the Company and its sales representatives.

Mr. Fields will be eligible to participate in all elements of the Company's executive compensation package. Mr. Fields and the Company have not entered into any employment agreement in connection with his election as President.

Mr. Fields does not have any family relationships with any of the Company's directors or officers and is not party to any transactions of the type listed in Item 404(a) of Regulation S-K.

A copy of the Company's press release reporting this change is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01    Financial Statements and Exhibits.        
    
Exhibit Number
 
Description
 
 
 
 
 
99.1
 
Press release dated November 3, 2016 announcing the appointment of Gary D. Fields as President of AAON, Inc.


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.
    
 
 
AAON, INC.
 
 
 
 
Date:
November 3, 2016
By:
/s/ Luke A. Bomer
 
 
 
Luke A. Bomer, Secretary



EX-99.1 2 aaonexecutiveappointmentpr.htm EXHIBIT 99.1 Exhibit


Exhibit 99.1                        
NEWS
BULLETIN
 
AAON, Inc.
 
2425 South Yukon Ave. Ÿ Tulsa, OK 74107-2728
 
Ÿ Ph: (918) 583-2266 Ÿ   Fax: (918) 583-6094 Ÿ
 
Ÿhttp://www.aaon.comŸ
 
 
 
For Further Information:
FOR IMMEDIATE RELEASE
November 3, 2016
 
Jerry R. Levine Ÿ Phone: (914) 244-0292 Ÿ Fax: (914) 244-0295
 
Email: jrladvisor@yahoo.com

AAON ANNOUNCES GROWTH NECESSITATES EXECUTIVE LEADERSHIP APPOINTMENT

Tulsa, OK (November 3, 2016) - AAON, Inc. (NASDAQ: AAON) today announced that the Board of Directors elected Gary D. Fields to be the President of AAON, effective November 1, 2016. Mr. Fields has been a member of AAON’s Board of Directors since 2015, and will continue to serve on the Board.

Norman H. Asbjornson, the company’s founder, President, Chief Executive Officer (CEO) and Director, will continue to serve AAON as CEO and Chairman of the Board.

Mr. Fields has more than 35 years of HVAC industry experience, and is resuming active management after a brief hiatus following the sale in late 2012 of his ownership interest in his previous company, Texas AirSystems. Under Gary’s leadership, Texas AirSystems grew from eight employees to over two hundred employees, with sales in excess of $200 million. Texas AirSystems has been AAON’s top performing independent sales representative organization for several years.

Mr. Asbjornson stated, “Gary has been involved with AAON in numerous capacities since the company’s formation. Most recently, he has been an outstanding member of AAON’s Board of Directors and I am extremely confident in his leadership as he assumes the role of President. These are exciting times at AAON and I believe Gary’s appointment as President will help position the company to continue to deliver strong results to its stockholders while capitalizing on the tremendous growth the company has seen to date.”

Mr. Asbjornson continued, “To best leverage Gary’s vast knowledge of the HVAC industry, his initial primary focus will be on increasing sales and marketing efforts for all of AAON’s products.”

Mr. Fields said, “It is a great honor to be elected as the next President of AAON. This is a wonderful organization comprised of immensely talented, knowledgeable and dedicated employees. I look forward to working with CEO Norm Asbjornson and the entire AAON team to continue to build on our strong foundation.”

AAON, Inc. is engaged in the engineering, manufacturing, marketing and sale of air conditioning and heating equipment consisting of standard, semi-custom and custom rooftop units, chillers, packaged outdoor mechanical rooms, air handling units, makeup air units, energy recovery units, condensing units, geothermal/water-source heat pumps and coils. Since the founding of AAON in 1988, AAON has maintained a commitment to design, develop, manufacture and deliver heating and cooling products to perform beyond all expectations and demonstrate the value of AAON to our customers.

Certain statements in this news release may be “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended. Statements regarding future prospects and developments are based upon current expectations and involve certain risks and uncertainties that could cause actual results and developments to differ materially from the forward-looking statements.