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): June 27, 2014
Weatherford International public limited company
(Exact Name of Registrant as Specified in Its Charter)
Ireland | 001-36504 | 98-0606750 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
Bahnhofstrasse 1, 6340 Baar, Switzerland | CH 6340 | |
(Address of Principal Executive Offices) | (Zip Code) | |
Registrant’s telephone number, including area code: +41.22.816.1500
Not Applicable | ||||
(Former Name or Former Address and Former Fiscal Year, 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.):
¨ 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))
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
The information set forth below under the second paragraph of Item 8.01 is incorporated herein by reference.
Item 8.01 | Other Events. |
On July 1, 2014, Weatherford International plc (the “Company” or “Weatherford”) issued a press release announcing the appointment of Ms. Dianne B. Ralston as Executive Vice President, General Counsel and Corporate Secretary. Ms. Ralston joins Weatherford with more than 20 years of combined legal, compliance, and contractual experience in the oil and gas industry, including working for Schlumberger in a variety of roles since 1998. With this appointment, the Company will merge the legal and compliance departments under Ms. Ralston, ensuring best practices in legal and compliance activities while securing a more efficient and effective organizational structure.
Mr. William B. Jacobson, Senior Vice President, Co-General Counsel and Chief Compliance Officer, will be departing the Company effective July 3, 2014. In connection with his departure, the Company will enter into a letter agreement with Mr. Jacobson confirming amounts he is entitled to receive under the terms of his employment agreement and equity award agreements. During his five year tenure at Weatherford, Mr. Jacobson established a comprehensive best-in-class compliance program. Mr. Alejandro Cestero, Vice President, Co-General Counsel and Corporate Secretary of Weatherford, will also be leaving the Company effective July 31, 2014 to pursue other opportunities. Weatherford thanks both Mr. Jacobson and Mr. Cestero for their dedicated service, and is grateful for their many contributions to Weatherford’s progression.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits | |
99.1 | Press Release issued by Weatherford International plc on July 1, 2014 | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
WEATHERFORD INTERNATIONAL PLC | |
Date: July 1, 2014 | |
/s/ Krishna Shivram | |
Krishna Shivram | |
Executive Vice President and Chief Financial Officer | |
EXHIBIT INDEX
Exhibit Number | Description | |
99.1 | Press Release issued by Weatherford International plc on July 1, 2014 | |
Exhibit 99.1 | ||
 | News Release | |
Weatherford Appoints New Executive Vice President, General Counsel & Corporate Secretary
Merges Legal and Compliance Groups
ZUG, SWITZERLAND, July 1, 2014 – Weatherford International plc (NYSE: WFT) announces the appointment of Ms. Dianne B. Ralston as Executive Vice President, General Counsel and Corporate Secretary. Ms. Ralston joins Weatherford with more than 20 years of combined legal, compliance, and contractual experience in the oil and gas industry, including working for Schlumberger in a variety of roles since 1998. Her most recent positions with Schlumberger were of Deputy General Counsel, Corporate, as well as Deputy General Counsel, Government Affairs and Litigation. Ms. Ralston also acted as Director of Compliance, responsible for the development and management of Schlumberger’s global corporate Ethics and Compliance Program. Ms. Ralston holds a B.B.A. from Texas A&M University and a Juris Doctorate from the University of Houston School of Law. She will report directly to Mr. Bernard J. Duroc-Danner, Chairman, President and Chief Executive Officer.
With this appointment, Weatherford will merge the Company’s legal and compliance departments under Ms. Ralston, ensuring best practices in legal and compliance activities while securing a more efficient and effective organizational structure. With the resolution of Weatherford’s legacy issues, this consolidation is a natural step forward in corporate governance.
Mr. William B. Jacobson, Senior Vice President, Co-General Counsel and Chief Compliance Officer of Weatherford, will be stepping down and leaving the Company to pursue other opportunities. During his five year tenure at Weatherford, Mr. Jacobson established a comprehensive best-in-class compliance program. Mr. Alejandro Cestero, Vice President, Co-General Counsel and Corporate Secretary of Weatherford, will also be leaving the Company effective July 31, 2014 to pursue other opportunities. Weatherford thanks both Mr. Jacobson and Mr. Cestero for their dedicated service, and is grateful for their many contributions to Weatherford’s progression.
Mr. Bernard J. Duroc-Danner, Chairman, President and Chief Executive Officer commented, “The appointment of Diane Ralston completes the strengthening of the senior executive team. Operations, Finance and now Legal functions have a recharged senior leadership. The new leadership, together with a streamlined and focused organization, a technology-rich portfolio with highly developed expertise and a broad and integrated global infrastructure will drive our steadfast direction of Core, Cost and Cash. The objective for Weatherford is clear: de-lever and a step change in profitability. Weatherford could not ask for a better team to deliver what our direction promises.”
About Weatherford
Weatherford is one of the largest multinational oilfield service companies providing innovative solutions, technology and services to the oil and gas industry. The Company’s product and service portfolio spans the lifecycle of the well and includes Well Construction, Formation Evaluation, Completion and Artificial Lift. Weatherford is Irish-based, operates in over 100 countries and currently employs approximately 60,000 people worldwide. For more information, please visit www.weatherford.com.
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Contacts: | Krishna Shivram | +1.713.836.4610 | |
Executive Vice President and Chief Financial Officer | |||
Karen David-Green | +1.713.836.7430 | ||
Vice President - Investor Relations | |||