Current Report Filing (8-k)

0000880266--12-31falseAGCO CORP /DE00008802662021-01-212021-01-21

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

January 21, 2021

Date of Report

(Date of earliest event reported)

AGCO CORPORATION

(Exact name of Registrant as specified in its charter)

Delaware

001-12930

58-1960019

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

4205 River Green Parkway

Duluth, Georgia 30096

(Address of principal executive offices, including Zip Code)

770 813-9200

(Registrant’s telephone number, including area code)

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 Class			Trading Symbol			Name of exchange on which registered
Common stock			AGCO			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.

☐

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

The Board of Directors of AGCO Corporation (“the Company”) elected Matthew Tsien as a member of its Board of Directors, effective January 22, 2021. His initial term will expire at the 2021 Annual Meeting of Stockholders. A press release announcing this election is attached hereto as Exhibit 99.1.

Item 5.03			Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On January 21, 2021, the Company's Board of Directors approved an amendment to Article II, Section 1 of the Company’s Amended and Restated By-laws to increase the maximum number of directors that can serve on the Company's Board from twelve (12) to thirteen (13) directors until the 2021 Annual Meeting of Stockholders and thereafter, ten (10).

The foregoing summary of the amendment is qualified in its entirety by reference to the full text of the Company’s Amended and Restated By-Laws, as amended on January 21, 2021, which is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01.			Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.						Description
3.1						Amended and Restated By-laws.
10.1						2021 Form of Performance Share Agreement.
99.1						Press release dated January 26, 2021.
104						Cover Page Interactive Data File - the cover page from this Current Report on Form 8-K is formatted in Inline XBRL.

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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.

AGCO Corporation
By:			/s/ Andrew H. Beck
			Andrew H. Beck Senior Vice President and Chief Financial Officer

Dated: January 27, 2021