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): March 8, 2018

 

UNITED STATES LIME & MINERALS, INC.

(Exact name of registrant as specified in its charter)

 

 

(972) 991-8400

(Registrant’s telephone number, including area code)

 

 

(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 Instruction 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))

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 March 8, 2018, the United States Lime & Minerals, Inc. (the “Company”) Board of Directors (the “Board”) approved an amendment to Section 2 of Article Three of the Company’s Bylaws to increase the size of the Board from five to six directors and elected Ray M. Harlin as a director.  Mr. Harlin has had no prior transactions, relationships, contracts or arrangements with the Company.  Although it is expected that Mr. Harlin will be named to one or more committees of the Board, the Board has not yet determined the specific committees on which he will serve.

 

Item 5.03.  AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR.

 

     The information required under this Item 5.03 is set forth under Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, and is hereby incorporated by reference in response to this Item. A copy of the Bylaws, as amended and restated as of March 8, 2018, is hereby incorporated by reference in response to this Item.

 

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

 

The Exhibit Index set forth below is incorporated by reference in response to this Item:

 

EXHIBIT INDEX

 

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, United States Lime & Minerals, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: March 12, 2018UNITED STATES LIME & MINERALS, INC.

 

By: /s/ Michael L. Wiedemer 

Michael L. Wiedemer, Vice President and Chief Financial Officer