8-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 8-K/A

Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 27, 2023

THE GREENBRIER COMPANIES, INC.

(Exact name of registrant as specified in its charter)

Oregon	001-13146	93-0816972
(State of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

One Centerpointe Drive, Suite 200, Lake Oswego, OR 97035

(Address of principal executive offices) (Zip Code)

(503) 684-7000

Registrant’s telephone number, including area code

Former name or former address, if changed since last report: N/A

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 (see General Instruction A.2. below):

☐ 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 without par value	GBX	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.

(d) The Greenbrier Companies, Inc. (the “Company”) is filing this amendment to its Current Report on Form 8-K filed on June 28, 2023, which reported that the Company’s Board of Directors had elected Patrick J. Ottensmeyer to its Board effective on June 29, 2023. At the time of his election, Mr. Ottensmeyer’s board committee appointments had not been determined. On October 19, 2023, the Board of Directors appointed Mr. Ottensmeyer to serve as a member of the Board’s Audit Committee and Compensation Committee, effective as of October 20, 2023. Except as set forth herein, no other information in the Company’s Current Report on Form 8-K filed on June 28, 2023 is amended.

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.

	THE GREENBRIER COMPANIES, INC.
Date: October 20, 2023	By:	/s/ Martin R. Baker
		Martin R. Baker
		Senior Vice President, Chief Legal and Compliance Officer

XML

Document and Entity Information	Jun. 27, 2023
Cover [Abstract]
Document Type	8-K/A
Amendment Flag	true
Document Period End Date	Jun. 27, 2023
Entity Registrant Name	THE GREENBRIER COMPANIES, INC.
Entity Incorporation, State or Country Code	OR
Entity File Number	001-13146
Entity Tax Identification Number	93-0816972
Entity Address, Address Line One	One Centerpointe Drive
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Lake Oswego
Entity Address, State or Province	OR
Entity Address, Postal Zip Code	97035
City Area Code	503
Local Phone Number	684-7000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock without par value
Trading Symbol	GBX
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Amendment Description	The Greenbrier Companies, Inc. (the “Company”) is filing this amendment to its Current Report on Form 8-K filed on June 28, 2023, which reported that the Company’s Board of Directors had elected Patrick J. Ottensmeyer to its Board effective on June 29, 2023. At the time of his election, Mr. Ottensmeyer’s board committee appointments had not been determined. On October 19, 2023, the Board of Directors appointed Mr. Ottensmeyer to serve as a member of the Board’s Audit Committee and Compensation Committee, effective as of October 20, 2023. Except as set forth herein, no other information in the Company’s Current Report on Form 8-K filed on June 28, 2023 is amended.
Entity Central Index Key	0000923120