8-KOther EventsExhibits & Filings

DOVER Corp 8-K Report, Temporary Suspension of Trading Under Employee Benefit Plans (Aug 7, 2020)

Filed August 7, 2020For Securities:DOV

Summary

Dover Corporation (DOV) announced a temporary trading suspension, or "blackout period," impacting its employee benefit plans, specifically the Dover Corporation Retirement Savings Plan. This blackout is necessitated by a change in the plan's recordkeeper and is expected to commence on September 14, 2020, and conclude around October 9, 2020. During this period, participants will be unable to access or move funds within the plan, including transfers to or from the Dover Stock Fund. This administrative change is a common practice during recordkeeper transitions and is designed to ensure data integrity and operational continuity of the retirement plan. Of particular note for investors, the blackout period also imposes trading restrictions on Dover's directors and executive officers, prohibiting them from buying or selling company stock or related derivative securities. This restriction is mandated by Section 306(a) of the Sarbanes-Oxley Act of 2002 and Regulation BTR. While this restriction applies specifically to insiders, the underlying reason for the blackout – a change in recordkeeper – is an administrative event with no direct indication of underlying business performance issues.

Key Highlights

  • 1Dover Corporation is implementing a temporary "blackout period" for its employee retirement savings plan.
  • 2The blackout is due to a change in the plan's recordkeeper.
  • 3The period is expected to start on September 14, 2020, and end on October 9, 2020.
  • 4During the blackout, plan participants cannot transfer funds, including into or out of the Dover Stock Fund.
  • 5Company directors and executive officers are prohibited from trading Dover stock or related derivatives during the blackout period.
  • 6These trading restrictions for insiders are mandated by Sarbanes-Oxley Act and Regulation BTR.
  • 7Contact information for inquiries about the blackout is provided.

Frequently Asked Questions

The trading suspension, referred to as a "blackout period," is due to Dover Corporation's decision to change the recordkeeper for its employee Retirement Savings Plan. This administrative change requires a temporary halt in certain plan transactions to ensure a smooth transition and data integrity.

The blackout period is expected to begin on September 14, 2020, and is anticipated to last until October 9, 2020.

As a participant in the Dover Corporation Retirement Savings Plan, you will be temporarily unable to exercise certain rights, including transferring funds into or out of the Dover Stock Fund. You will also be unable to make other transactions or take loans or distributions that would require access to your account during this period.

Yes, Dover Corporation's directors and executive officers are prohibited from directly or indirectly buying, selling, acquiring, or transferring any Dover common stock or derivative securities related to their employment during the blackout period. This restriction is a regulatory requirement under the Sarbanes-Oxley Act.