Summary
Caterpillar Inc. (CAT) filed an 8-K report on February 11, 2010, disclosing the acceptance of resignations from two members of its Board of Directors: Gail D. Fosler and John R. Brazil. Both directors' resignations were effective as of the expiration of their respective terms as Class I directors at the company's 2011 annual shareholders meeting. These resignations align with Caterpillar's Corporate Governance Guidelines, which require directors to tender their resignation upon significant changes in their business or personal circumstances. Ms. Fosler, who joined the board in 2003, resigned due to her impending retirement as President of The Conference Board. Mr. Brazil, a director since 1998, resigned in anticipation of his retirement as President of Trinity University. The company expressed appreciation for their respective contributions during their tenures, highlighting Ms. Fosler's international macroeconomic perspective and Mr. Brazil's insights into higher education for recruitment and training initiatives.
Key Highlights
- 1Gail D. Fosler and John R. Brazil resigned from Caterpillar's Board of Directors.
- 2The resignations were accepted by the Board on February 10, 2010.
- 3Both directors' resignations are effective at the expiration of their Class I director terms in 2011.
- 4The resignations are in accordance with the company's Corporate Governance Guidelines due to significant changes in their professional roles.
- 5Gail D. Fosler's resignation is linked to her upcoming departure as President of The Conference Board.
- 6John R. Brazil's resignation is linked to his planned retirement as President of Trinity University.
- 7Caterpillar acknowledged the valuable contributions of both directors during their service.