Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On June 21, 2021, L.B. Foster Company (the "Company") and Mr. Robert P. Bauer,
the Company's President and Chief Executive Officer, as part of the Company's
succession plan, determined he would resign his positions as President, Chief
Executive Officer, and as a member of the Company's Board of Directors (the
"Board") effective July 21, 2021 (the "Effective Date"), and assume the role of
senior advisor to the Chief Executive Officer on that date, after which he
intends to retire from employment with the Company on December 31, 2021.
On June 23, 2021, the Board approved the appointment of Mr. John F. Kasel to
serve as the Company's President and Chief Executive Officer and as a member of
the Board, each effective on the Effective Date, and until a successor has been
selected and qualified or until his earlier death, resignation, or removal. As
President and Chief Executive Officer, Mr. Kasel will retain the duties of Chief
Mr. Kasel, age 56, joined the Company in 2003 as Vice President - Operations and
Manufacturing and served in roles of increasing responsibility, most recently as
Senior Vice President and Chief Operating Officer since December 2019; Senior
Vice President - Rail & Construction from 2017 to December 2019; Senior Vice
President - Rail Products & Services from 2012 to 2017; Senior Vice President -
Operations and Manufacturing from 2005 to 2012; and Vice President - Operations
and Manufacturing from 2003 to 2005.
Lee B. Foster II, Chairman of the Board of the Company, commented, "The
appointment of John Kasel and the retirement of Bob Bauer represent the
culmination of the Company's chief executive officer succession plan. Mr. Kasel
has been with the Company for 18 years and has served as Chief Operating Officer
since 2019. The Board is confident that Mr. Kasel's deep experience and
strategic vision, honed by his completion of the Advanced Management Program at
Harvard University Business School in October 2019, will help guide the Company
on its path to increasing shareholder value and puts him in a uniquely qualified
position to contribute to the Board as the Company's chief executive. We are
also grateful to Mr. Bauer for his many contributions for the past nine years
and for his willingness to remain in an employee advisory role for the remainder
of the year to ensure a smooth and seamless transition prior to his retirement."
Item 9.01 Financial Statements and Exhibits
See Exhibit Index below.
Exhibit Number Description
*104 Cover Page Interactive Data File (formatted as inline XBRL and
contained in Exhibit 101)
*Exhibits marked with an asterisk are filed herewith.
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