GDLOGO-20190306.GIF
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 6, 2019 (March 6, 2019)
 
 
 
 
 
GENERAL DYNAMICS CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
 
 
 
 
 
Delaware
 
1-3671
 
13-1673581
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
 
2941 Fairview Park Drive, Suite 100, Falls Church, Virginia
 
22042-4513
(Address of Principal Executive Offices)
 
(Zip Code)
(703) 876-3000
(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))
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) On March 6, 2019, the board of directors of General Dynamics Corporation elected Cecil D. Haney as a member of the board of directors, effective immediately. Mr. Haney has not yet been appointed to serve on any board committees. There is no arrangement or understanding between Mr. Haney and any other person pursuant to which Mr. Haney was elected as a director. The company is not aware of any transactions with Mr. Haney that would require disclosure under Item 404(a) of Regulation S-K.
As a non-employee director, Mr. Haney will receive the same compensation paid to other non-employee directors of the company as disclosed under the caption “Director Compensation” in the company’s proxy statement.
A copy of the press release announcing the election of Mr. Haney is attached as Exhibit 99.1 to this
Form 8-K and incorporated herein.
Item 9.01
Financial Statements and Exhibits
 
(d)
 
Exhibits
99.1
  




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 thereunto duly authorized.
 
 
 
 
 
 
 
GENERAL DYNAMICS CORPORATION
 
 
 
 
 
by
/s/ Gregory S. Gallopoulos
 
 
 
Gregory S. Gallopoulos
Senior Vice President, General Counsel and Secretary
(Authorized Officer)
 
 
 
Dated: March 6, 2019
 
 
 





Exhibit 99.1  

GDLOGO-20190306.GIF
2941 Fairview Park Drive, Suite 100
 
 
Falls Church, VA 22042-4513
 
News
www.generaldynamics.com
 

Contact: Jeff A. Davis
Tel: 703 876 3483
press@generaldynamics.com

March 6, 2019

General Dynamics Elects Cecil Haney to Board of Directors
FALLS CHURCH, Va. – The board of directors of General Dynamics (NYSE: GD) has elected Cecil D. Haney to be a director of the corporation, effective March 6.

Haney, age 63, is a retired U.S. Navy admiral who previously served as commander of the United States Strategic Command, where he was responsible for the global command and control of U.S. strategic forces including nuclear forces, missile defense, space, cyberspace and electronic warfare. He also served as the commander of the U.S. Pacific Fleet, leading the U.S. Navy’s operations from the West Coast of the United States to the Indian Ocean.

A career U.S. Navy submariner, Haney held a series of leadership positions in the submarine force and in joint assignments during his nearly four decades of service. He also served as a member of the Congressionally-mandated Military Leadership Diversity Commission. He retired from the Navy in 2017.

Haney serves on the Johns Hopkins University Applied Physics Board of Managers, the Naval Studies Board of the National Academy of Sciences, the Center for New American Security board of directors, and as co-chair for the China-U.S. Dialogue on Strategic Nuclear Dynamics for the Pacific Forum.

“Cecil’s wealth of experience as a national security leader will help General Dynamics continue to deliver the products and services our nation needs to remain a preeminent global power,” said Phebe Novakovic, chairman and chief executive officer. “He is a visionary leader and thinker who will be a valuable addition to our board of directors.”

A graduate of the U.S. Naval Academy, Haney also holds Master’s degrees in National Security Strategy from the National Defense University and in Engineering Acoustics and System Technology from the Naval Post Graduate


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GDLOGO-20190306.GIF

School. Among his many commendations and medals, Haney was a 1998 recipient of the Vice Admiral James Bond Stockdale Leadership Award.

General Dynamics, headquartered in Falls Church, Va., is a global aerospace and defense company that offers a broad portfolio of products and services in business aviation; combat vehicles, weapons systems and munitions; IT services; C4ISR solutions; and shipbuilding and ship repair. General Dynamics employs more than 100,000 people worldwide. More information about the company is available at www.generaldynamics.com .


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