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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
July 18, 2025
Date of Report
(Date of earliest event reported)
QUAKER CHEMICAL CORPORATION
(Exact name of
registrant as specified in its charter)
Commission File
Number 001-12019
| Pennsylvania |
|
23-0993790 |
(State or other jurisdiction of
incorporation) |
|
(I.R.S. Employer
Identification No.) |
901 E. Hector Street
Conshohocken, Pennsylvania 19428
(Address of principal
executive offices)
(Zip Code)
(610) 832-4000
(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:
| |
¨ |
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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which
registered |
|
| Common Stock, $1 par value |
|
KWR |
|
New York Stock Exchange |
|
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. ¨
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers. |
Effective as of July 18,
2025, Jeffrey Kutz resigned from his position as Vice President, Chief Accounting Officer of Quaker Chemical Corporation (“Quaker
Houghton” or the “Company”). Mr. Kutz’s departure is voluntary and is not related to any disagreement between
him and the Company.
Upon the effectiveness of
Mr. Kutz’s resignation, Steve Dassing, age 39, will serve as Principal Accounting Officer in addition to his current position as
the Company’s Vice President, Corporate Controller. Mr. Dassing has served as the Company’s Vice President, Corporate Controller
since July 2024.
Prior to joining the Company
in 2022 as the Corporate Controller, Mr. Dassing was the Assistant Controller of FXI, a leading provider of comfort solutions, from September
2020 to June 2022. Before that, Mr. Dassing spent over six years at Dorman Products, a manufacturer of aftermarket automotive products,
where he served as the Director of Accounting from 2018 to 2020, the Internal Audit Manager from 2015 to 2018, and a Senior Financial
Analyst from 2014 to 2015. Mr. Dassing has served in financial accounting, controllership and Securities and Exchange Commission reporting
positions of increasing responsibility for the Company during his tenure and is a licensed certified public accountant.
In connection with assuming
the role of Principal Accounting Officer, the Company updated Mr. Dassing’s salary to $300,000 per annum, effective July 20, 2025.
He will continue to be eligible to participate in the Company’s Annual Incentive Plan (the “AIP”) with a target award
percentage for 2025 under the AIP of 35% of his base salary, dependent upon the Company’s financial results and other objectives.
Mr. Dassing will also remain eligible to participate in the Company’s Long-Term Incentive Plan, which includes a mix of time-based
restricted stock units and target performance stock units, with an aggregate target level value of $110,000.
Pursuant to Mr. Dassing’s
employment agreement previously entered into with the Company, he is subject to non-disclosure, non-competition and non-solicitation covenants
similar to those of other Company associates.
There are no arrangements
or understandings between Mr. Dassing and any other person pursuant to which he was selected as an officer, there are no family relationships
between Mr. Dassing and any director or executive officer of the Company, and he has no direct or indirect material interest in any existing
or currently proposed transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
SIGNATURE
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.
| |
QUAKER CHEMICAL CORPORATION |
| |
|
|
| Date: July 22, 2025 |
By: |
/s/ Robert T. Traub |
| |
|
Robert T. Traub |
| |
|
Senior Vice President, General Counsel and Corporate Secretary |
