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): December 21, 2016

 


 

MCBC Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

 


 

Delaware

 

001-37502

 

06-1571747

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

100 Cherokee Cove Drive
Vonore, Tennessee

 

37885

(Address of Principal Executive Offices)

 

(Zip Code)

 

(423) 884-2221

(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:

 

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)).

 

 

 



 

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

 

(b)

 

On December 21, 2016, the Board of Directors (the “Board”) of MCBC Holdings, Inc. (the “Company”), upon recommendation by the Company’s Nominating and Corporate Governance Committee, elected Tzau-Jin (TJ) Chung to serve as an independent Class II director of the Company, effective December 21, 2016. Mr. Chung has also been appointed to serve on the Company’s Compensation Committee, effective December 21, 2016. Mr. Chung will be entitled to receive compensation under the Company’s non-employee director compensation policy, including a grant of restricted stock. In addition, Mr. Chung will also enter into the Company’s standard indemnification agreement with directors.

 

Also on December 21, 2016, Joseph M. Deignan and Christopher Keenan informed the Company that they will be resigning from the Company’s board of directors effective December 21, 2016 in order to devote their full attention to the management of other portfolio companies of Wayzata Investment Partners LLC. Each of Mr. Deignan and Mr. Keenan advised the Company that their decision to resign did not involve any disagreement with the Company.

 

A copy of the Company’s press release announcing Mr. Chung’s appointment is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01.                                        Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1                        Press release, dated December 23, 2016.

 

2



 

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.

 

 

MCBC HOLDINGS, INC.

 

 

 

 

Dated: December 23, 2016

/s/ Timothy M. Oxley

 

Timothy M. Oxley

 

Chief Financial Officer, Treasurer and Secretary

 

3



 

EXHIBIT INDEX

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press Release, dated December 23, 2016.

 

4


Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

MCBC Holdings, Inc. Appoints TJ Chung to Board of Directors

 

VONORE, Tenn. December 23, 2016 (GLOBE NEWSWIRE) — MCBC Holdings, Inc. (NASDAQ: MCFT) today announced that Tzau-Jin (TJ) Chung  has been appointed to the Company’s Board of Directors as an independent director, effective December 21, 2016.  Mr. Chung will also serve on the Compensation Committee.

 

In May 2016, Mr. Chung retired as President of Teletrac Navman, a global market leader in commercial fleet and asset management solutions and a Danaher Operating Company. Mr. Chung was previously CEO, President, and Director of the Board of Navman Wireless Holdings prior to the company’s acquisition by Danaher. Mr. Chung assumed this position in mid-2007 upon the acquisition of Navman Wireless from the New Technologies Division of Brunswick Corporation. Previously, Mr. Chung served as President of the New Technologies Division of Brunswick Corporation from 2002 to 2007. Prior to that, he served as Vice President - Strategy of Brunswick Corporation, where he was responsible for corporate-wide strategic planning, mergers and acquisition and information technology.

 

Mr. Chung earned his bachelor’s degree in science, electrical and computer engineering from the University of Texas at Austin. He also holds a Master of Science degree in computer science from North Carolina State University and a Master of Business Administration degree from the Fuqua School of Business at Duke University.

 

The Company also announced that Joseph M. Deignan, a member of the Company’s Board of Directors since 2009 and currently a Partner with Wayzata Investment Partners LLC, and Christopher Keenan, a member of the Company’s Board of Directors since 2009 and currently a Principal with Wayzata Investment Partners LLC, resigned from the Board effective December 21, 2016.

 

“Joe and Chris have contributed enormously to the success of MasterCraft. We are grateful for their dedication, service and valuable contributions to the Board,” said Frederick A. Brightbill, Chairman of the Board of Directors.

 

About MCBC Holdings, Inc.

 

Headquartered in Vonore, Tenn., MCBC Holdings, Inc. (NASDAQ:MCFT) is the parent of MasterCraft Boat Company, a world-renowned innovator, designer, manufacturer, and marketer of premium performance sport boats. Founded in 1968, MasterCraft has cultivated its iconic brand image through a rich history of industry-leading innovation, and more than four decades after the original MasterCraft made its debut the company’s goal remains the same — to continue building the world’s best ski, wakeboard, wakesurf and luxury performance powerboats. For more information, visit www.mastercraft.com.

 

###

 

CONTACT:

 

Tim Oxley

Chief Financial Officer

(423) 884-2221

Tim.Oxley@mastercraft.com

 

Matt Sullivan

(612) 455-1709

Matt.Sullivan@padillacrt.com