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NN, Inc. (NNBR) General Counsel plans July 2026 transition under new agreement

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

NN, Inc. announced that Jami A. Statham, its Senior Vice President, General Counsel and Corporate Secretary, will step down from her role effective at the close of business on July 9, 2026. She is expected to remain in her position and assist with transitioning her responsibilities until that date.

The company states that her decision is not due to any disagreement regarding operations, policies or practices. Under a Transition Agreement dated June 11, 2026, she will continue to receive her current base salary, standard benefits, continued vesting of outstanding equity awards through the transition date, and a pro-rated 2026 target bonus, subject to a customary release of claims. NN, Inc. plans to use an external search firm to identify her successor.

Positive

  • None.

Negative

  • None.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Transition date July 9, 2026 Effective date for General Counsel stepping down
Transition Agreement date June 11, 2026 Date NN, Inc. and Jami A. Statham entered agreement
Transition Agreement financial
"In connection with Ms. Statham’s transition, the Company entered into a Transition Agreement (the “Transition Agreement”), dated June 11, 2026"
annual target bonus financial
"receive a pro-rated portion of her annual target bonus for 2026"
equity awards financial
"continue vesting in all of her outstanding equity awards pursuant to their respective terms"
Equity awards are payments to employees or directors made in the form of company stock or rights to buy stock later, serving as a way to share ownership rather than cash. For investors, they matter because they align staff incentives with company performance, can increase the number of shares outstanding over time (which can reduce each share’s claim on profits), and create compensation costs that affect reported earnings.
release of claims regulatory
"contingent upon her execution and effectiveness of a customary release of claims in favor of the Company"
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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

 

Date of Report (Date of earliest event reported): June 10, 2026

 

 

 

NN, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware 001-39268 62-1096725

(State or other jurisdiction of

incorporation) 

(Commission File Number)

(I.R.S. Employer

Identification No.) 

 

6210 Ardrey Kell Road, Suite 120    
Charlotte, North Carolina   28277
(Address of principal executive offices)   (Zip Code)

 

(980) 264-4300

(Registrant’s telephone number, including area code) 

 

(Former name or former address, if changed since last report)

 

 

 

Check the appropriate box 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))

 

Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class   Trading symbol   Name of each exchange on which registered
Common Stock, par value $0.01   NNBR   The Nasdaq Stock Market LLC

 

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 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

 

On June 10, 2026, Jami A. Statham notified NN, Inc. (the “Company”) of her intention to step down from her role as the Company’s Senior Vice President, General Counsel and Corporate Secretary, effective as of the close of business on July 9, 2026 (such date, the “Transition Date”). Ms. Statham is expected to continue to serve as the Company’s Senior Vice President, General Counsel and Corporate Secretary through the Transition Date and will cooperate with the Company in effecting the transition of her duties and responsibilities to her successor. Ms. Statham’s decision was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. The Company intends to retain an external search firm to identify candidates for the Senior Vice President, General Counsel and Corporate Secretary role.

 

In connection with Ms. Statham’s transition, the Company entered into a Transition Agreement (the “Transition Agreement”), dated June 11, 2026, with Ms. Statham, which specifies the terms of her continuing employment during the transition period. Pursuant to the Transition Agreement, Ms. Statham will continue to serve as the Company’s Senior Vice President, General Counsel and Corporate Secretary through the Transition Date and will be eligible to (i) receive her current base salary, subject to applicable withholdings and deductions, throughout the term of the Transition Agreement, (ii) continue to be eligible for the Company’s standard benefits, subject to the terms and conditions applicable to such plans and programs, (iii) continue vesting in all of her outstanding equity awards pursuant to their respective terms and subject to their respective conditions through the Transition Date, and (iv) receive a pro-rated portion of her annual target bonus for 2026. Ms. Statham’s receipt of these payments and benefits is contingent upon her execution and effectiveness of a customary release of claims in favor of the Company.

 

The foregoing description of the Transition Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the complete text of the Transition Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits

 

 (d)       Exhibits.

 

Exhibit

No. 

  Description of Exhibit
10.1*   Transition Agreement, dated June 11, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

*Certain exhibits and schedules to this Exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of all omitted exhibits and schedules to the United States Securities and Exchange Commission upon its request.

 

 

 

 

SIGNATURES

 

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.

 

Date: June 12, 2026

 

  NN, INC.
     
  By: /s/ Christopher H. Bohnert
  Name: Christopher H. Bohnert
  Title: Senior Vice President and Chief Financial Officer

 

 

FAQ

What executive change did NNBR disclose in this 8-K filing?

NN, Inc. disclosed that Jami A. Statham will step down as Senior Vice President, General Counsel and Corporate Secretary effective July 9, 2026. She will remain in the role until then and help transition responsibilities to her eventual successor.

When is NNBR’s General Counsel transition date and how long will she serve?

The transition date for NN, Inc.’s General Counsel is July 9, 2026. Jami A. Statham is expected to continue serving as Senior Vice President, General Counsel and Corporate Secretary and support the handover of her duties through that date.

Did NNBR indicate any disagreement behind the General Counsel’s departure?

NN, Inc. stated that Jami A. Statham’s decision to step down was not the result of any disagreement with the company regarding its operations, policies, or practices. This language signals an orderly, non-contentious leadership transition in the legal function.

What are the key terms of Jami A. Statham’s Transition Agreement with NNBR?

Under the Transition Agreement dated June 11, 2026, she keeps her current base salary, remains eligible for standard benefits, continues vesting in outstanding equity awards through July 9, 2026, and receives a pro-rated 2026 target bonus, conditioned on a customary release of claims.

How will NNBR find a successor for its General Counsel role?

NN, Inc. intends to retain an external search firm to identify candidates for the Senior Vice President, General Counsel and Corporate Secretary position. This approach suggests a structured search process to recruit a new leader for the company’s legal and corporate governance functions.

Where can investors find the full text of NNBR’s Transition Agreement?

The complete Transition Agreement with Jami A. Statham is filed as Exhibit 10.1 to this report. NN, Inc. notes that its summary is qualified in its entirety by the full agreement, which is incorporated into the filing by reference.

Filing Exhibits & Attachments

4 documents