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): February 21, 2019

 
  ANIXTER INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)
 
   
Delaware
 
94-1658138
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
Commission File Number: 001-10212
2301 Patriot Blvd.
Glenview, Illinois 60026
(224) 521-8000
(Address and telephone number of principal executive offices)
 
 
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:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
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
o

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. o

 





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

On February 21, 2019, the Board of Directors of Anixter International Inc. (the “Company”) appointed Bill Simon and Charles "Chuck" Swoboda to the Board of Directors, effective March 1, 2019.

The compensation of Messrs. Simon and Swoboda will be consistent with that provided to all Company non-employee directors, as described in the Company's most recent proxy statement filed with the Securities and Exchange Commission on April 20, 2018. There are no transactions or relationships between the Company and each of the new directors required to be disclosed pursuant to Item 404 of Regulation S-K. In addition, the Board has determined that Mr. Simon and Mr. Swoboda are each independent pursuant to the independence tests under Section 303A.02 of the New York Stock Exchange Listed Company Manual, based on evaluations conducted in accordance with Section 303A.02. Messrs. Simon and Swoboda will join the Compensation and Nominating and Governance Committees.

The press release announcing the appointment of Messrs. Simon and Swoboda to the Company's Board of Directors is included as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01
Financial Statements and Exhibits.
 
(d) Exhibits:






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.
 
 
 
ANIXTER INTERNATIONAL INC.
 
 
 
February 21, 2019
By:
/s/ Theodore A. Dosch
 
 
Theodore A. Dosch
 
 
Executive Vice President - Finance
 
 
and Chief Financial Officer





EXHIBIT INDEX
 
Exhibit No.
Description
99.1



 
Exhibit 99.1
 
ANIXTERINTERNATIONALIA01.JPG

ANIXTER INTERNATIONAL INC.
APPOINTS BILL SIMON, CHUCK SWOBODA TO THE BOARD OF DIRECTORS


GLENVIEW, Ill. - (BUSINESS WIRE) - February 21, 2019 - Anixter International Inc. (NYSE: AXE) today announced the appointment of two new members, Bill Simon and Charles “Chuck” Swoboda, to its board of directors, effective March 1, 2019.

“We are pleased to announce two significant additions to our board,” said Sam Zell, Chairman of Anixter’s board of directors. “Bill brings a wealth of experience leading complex global companies, and Chuck will contribute his deep expertise of the electrical and lighting businesses. I am confident that their perspectives will be valuable to Anixter as we move forward and grow our business.”
Mr. Simon is the former President and Chief Executive Officer (2010 to 2014) and Chief Operating Officer (2007 to 2010) of Walmart U.S., a leading retail corporation. Prior to joining Walmart, Mr. Simon held several senior positions at Brinker International, Diageo, Cadbury-Schweppes, PepsiCo and RJR-Nabisco. He also served in the public sector as Secretary of the Florida Department of Management Services. Mr. Simon is currently a senior advisor to the investment firm KKR and serves as the President of WSS Venture Holdings, LLC. He currently serves on the boards of directors of Darden Restaurants, Inc. and Chico’s FAS Inc. Mr. Simon received his B.A. (Economics) and MBA from the University of Connecticut.
Mr. Swoboda was formerly the Chairman (2005 to 2017) and Chief Executive Officer (2001 to 2017) of Cree Inc., a publicly traded manufacturer of semiconductors and lighting products. As the CEO, he led the transformation of Cree from a small R&D focused company to a $1.6 billion multi-division global products company. Since 2017, Mr. Swoboda has served as the President of Cape Point Advisors, LLC, a private consulting company. Mr. Swoboda graduated from Marquette University with a B.S. in Electrical Engineering.
About Anixter
Anixter International is a leading global distributor of Network & Security Solutions, Electrical & Electronic Solutions and Utility Power Solutions.  We help build, connect, protect, and power valuable assets and critical infrastructures. From enterprise networks to industrial MRO supply to video surveillance applications to electric power distribution, we offer full-line solutions, and intelligence, that create reliable, resilient systems that sustain businesses and communities. Through our unmatched global distribution network along with our supply chain and technical expertise, we help lower the cost, risk and complexity of our customers’ supply chains.
Anixter adds value to the distribution process by providing approximately 130,000 customers access to 1) innovative supply chain solutions, 2) nearly 600,000 products and over $1.0 billion in inventory, 3) over 300 warehouses/branch locations with over 9 million square feet of space and 4) locations in over 300 cities in approximately 50 countries.  Founded in 1957 and headquartered near Chicago, Anixter trades on the New York Stock Exchange under the symbol AXE.
Additional information about Anixter is available at www.anixter.com


INVESTOR CONTACTS
Ted Dosch
Kevin Burns
EVP - Finance & CFO
SVP - Investor Relations and Treasurer
(224) 521-4281
(224) 521-8258