8-K
false000151722800015172282021-10-212021-10-21

 

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): October 21, 2021

 

COMMSCOPE HOLDING COMPANY, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-36146

27-4332098

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

1100 CommScope Place, SE

Hickory, North Carolina

 

28602

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (828) 324-2200

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 (see General Instructions 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, par value $0.01 per share

 

COMM

 

The NASDAQ Stock Market

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.

On October 21, 2021, Alexander W. Pease, Executive Vice President and Chief Financial Officer of CommScope Holding Company, Inc. (the “Company”), informed the Company of his decision to resign as an officer of the Company, effective November 1, 2021. Kyle Lorentzen, who is currently the Company’s Senior Vice President and Chief Transformation Officer, will replace Mr. Pease as Executive Vice President and Chief Financial Officer. A copy of the press release announcing these changes is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Mr. Lorentzen, age 55, has served as our senior vice president and chief transformation officer since December 2020. Prior to joining the Company, he served as chief financial officer of Accudyne Industries from 2017 to 2020. From 2014 to 2017, Mr. Lorentzen was chief financial officer and executive vice president of Express Energy Service. Earlier, Mr. Lorentzen held multiples roles with Constellium, including CEO Constellium Ravenswood from 2011 to 2014. Throughout his career, Mr. Lorentzen has held numerous financial and managerial roles of increasing responsibility with companies including Noranda Aluminum, Berry Plastics/Covalence Specialty Materials, Hexion Specialty Chemical, Inc., Dow Chemical, and W.R. Grace.

Mr. Lorentzen will enter into the Company’s standard indemnification agreement, the form of which was previously filed as Exhibit 10.22 of Amendment No. 2 to the Company’s Registration Statement on Form S-1 (File No. 333-190354), filed with the SEC on September 12, 2013.

 

Item 9.01. Financial Statements and Exhibits.

Exhibit. Description.

99.1 Press release, dated October 25, 2021

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)


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.

 

Dated: October 25, 2021

 

 

COMMSCOPE HOLDING COMPANY, INC.

 

 

 

 

 

 

 

By:

/s/ Justin C. Choi

 

 

 

Name:

Justin C. Choi

 

 

 

Title:

Senior Vice President, Chief Legal Officer

 

 

 

 

and Secretary

 

 

 

 

 

 

 


EX-99.1

Exhibit 99.1

https://cdn.kscope.io/d2c6029500b5c58f256a364e09e2ed7b-img234772185_0.jpg 

CommScope Announces Finance Function Succession Plan

 

Kyle Lorentzen Appointed Chief Financial Officer

 

Justin Coleman Appointed Chief Transformation Officer;
Brooke Clark to Assume Additional Responsibility as Lead for Corporate Financial Planning and Analysis Function

HICKORY, N.C., October 25, 2021 — CommScope Holding Company, Inc. (NASDAQ: COMM), a global leader in network connectivity, today announced a number of changes to its finance functions, including the appointment of Kyle Lorentzen, currently senior vice president and chief transformation officer, as executive vice president and chief financial officer, effective November 1, 2021. Mr. Lorentzen succeeds Alex Pease, who is stepping down to assume a senior executive role at another public company, which is expected to be announced later this week.

Mr. Lorentzen joined CommScope in December 2020 to develop and oversee the Company’s ongoing CommScope NEXT strategy. With Mr. Lorentzen’s prior experience as a chief financial officer, as well as his transformation leadership at several portfolio companies at Apollo and Carlyle, the Company believes he is a natural fit to lead its finance functions, while continuing to accelerate the transformation of the Company through its CommScope NEXT initiatives.

The Company also announced today that Justin Coleman, who currently serves as senior vice president, finance, will assume Mr. Lorentzen’s current role as chief transformation officer, and Brooke Clark, currently senior vice president and chief accounting officer, will take on the additional responsibility of leading the corporate financial planning and analysis function. Mr. Lorentzen will continue to oversee the transformation office, with Mr. Coleman and Ms. Clark reporting directly to him.

“Kyle is a dynamic leader with proven financial expertise having previously served as a chief financial officer at several companies. Since joining CommScope, Kyle has played a critical role in developing our strategy and, as we continue moving into the implementation phase of CommScope NEXT, his business and financial experience, coupled with his deep knowledge of CommScope NEXT, make him uniquely qualified for this enhanced role. We’ve worked together previously, and I continue to be extremely impressed with his results and leadership and look forward to his continued guidance in this new role,” said Chuck Treadway, president and chief executive officer. “We are also fortunate to have a deep bench of talent in our finance operations, and look forward to benefitting from both Justin and Brooke’s contributions in their new roles.”

 


 

Mr. Treadway continued, “I would like to thank Alex for his support over the past three years and wish him all the best in his future endeavors.”

Mr. Lorentzen said, “I am excited to serve as CommScope’s chief financial officer at this unique time for our company. I look forward to leading the Company’s finance functions and continuing to work closely with Chuck and the leadership team as we position CommScope for long-term success and continue ramping up our CommScope NEXT initiatives.”

About Kyle Lorentzen

Mr. Lorentzen has served as CommScope’s senior vice president and chief transformation officer since December 2020. Prior to joining CommScope, he served as chief financial officer of Accudyne Industries as well as chief financial officer and executive vice president of Express Energy Service. Additionally, Mr. Lorentzen was previously the CEO of Constellium Ravenswood. Throughout his career, he has progressed through a number of financial and managerial roles of increasing responsibility with companies including Noranda Aluminum, Berry Plastics / Covalence Specialty Materials, Hexion Specialty Chemical, Inc., Dow Chemical, and W.R. Grace. Mr. Lorentzen received a Master of Business Administration from the University of Massachusetts and a Bachelor of Administration from Wake Forest University.

About Justin Coleman

Mr. Coleman has served as senior vice president, finance of CommScope since joining the Company in January 2020. Prior to joining CommScope, he served in multiple financial leadership positions at Cisco, including director of finance for the $9 billion Global Enterprise Sales business, as well as director of finance for the $4 billion Service Provider Video & Mobility Segment. He has over 25 years of finance experience. Mr. Coleman received a Master of Business Administration with honors from The University of Georgia and a Bachelor of Science in Industrial Management from Carnegie Mellon University.

About Brooke Clark

Ms. Clark has served as senior vice president, chief accounting officer of CommScope since September 2018. Prior to that, she served as vice president, corporate accounting. She has held various positions within CommScope’s finance organization since joining the Company in 2004. Ms. Clark spent the first five years of her career with Deloitte & Touche, LLP. She received a Master of Science from Appalachian State University and a Bachelor of Science from University of North Carolina at Chapel Hill. Ms. Clark is a Certified Public Accountant in North Carolina.

About CommScope

CommScope (NASDAQ: COMM) is pushing the boundaries of technology to create the world’s most advanced wired and wireless networks. Our global team of employees, innovators and technologists empower customers to anticipate what’s next and invent what’s possible. Discover more at www.commscope.com.

 

 


 

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Financial Contact

Michael McCloskey, CommScope

+1-828-431-9874

Forward-Looking Statements

This press release includes forward-looking statements that are based on information currently available to management, management’s beliefs, as well as on a number of assumptions concerning future events. Forward-looking statements are not a guarantee of performance and are subject to a number of uncertainties and other factors, which could cause the actual results to differ materially from those currently expected. In providing forward-looking statements, the company does not intend, and is not undertaking any obligation or duty, to update these statements as a result of new information, future events or otherwise.

 

Source: CommScope