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Section 1: 8-K (FORM 8-K)










Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of Earliest Event Reported):   April 9, 2018


Cooper Tire & Rubber Company
(Exact name of registrant as specified in its charter)


Delaware   001-04329   344297750
(State or other jurisdiction   (Commission   (I.R.S. Employer
of incorporation)   File Number)   Identification No.)


701 Lima Avenue, Findlay, Ohio   45840
(Address of principal executive offices)    (Zip Code)


Registrant’s telephone number, including area code:   419-423-1321


                              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))


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 April 9, 2018, Cooper Tire & Rubber Company (the “Company”) announced that Ginger M. Jones, Senior Vice President and Chief Financial Officer will retire later this year. The Company is conducting a formal search for her replacement that includes internal and external candidates and Ms. Jones will continue to serve in her role until a successor is named and the transition is complete.



Item 7.01Regulation FD Disclosure.


The Company issued a press release announcing Ms. Jones’ planned retirement. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information in this Item 7.01, as well as Exhibit 99.1, shall not be treated as “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.



Item 9.01Financial Statements and Exhibits




99.1Press release dated April 9, 2018







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.


  By: /s/ Jack Jay McCracken
    Jack Jay McCracken
    Assistant General Counsel and
Assistant Secretary

Date: April 9, 2018





Exhibit Index


Exhibit No. Description
99.1 Press release dated April 9, 2018








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Section 2: EX-99.1 (EXHIBIT 99.1)


Exhibit 99.1






Cooper Tire Announces Planned Retirement of CFO


FINDLAY, Ohio, April 9, 2018 – Cooper Tire & Rubber Company (NYSE: CTB) announced today that Ginger Jones, Senior Vice President & Chief Financial Officer, has informed the company she will retire as a full-time executive later this year, and will focus on serving on public company boards of directors. Jones, who joined Cooper in 2014, will remain in her current role until a successor is named and an orderly transition is completed. Cooper has initiated a search for Jones’ successor that involves internal and external candidates.


“Ginger has made important contributions to Cooper, including playing a key role in the development of our long-term strategy and business priorities,” said President & Chief Executive Officer Brad Hughes. “While she is moving to another stage in her career, we are grateful that Ginger is fully committed to helping us deliver on our plans and assuring a smooth transition. We are pleased that she and her family plan to remain in the Findlay community, and we thank Ginger for the critical role she has played and will continue to play over the coming months.”


Jones, who has served since 2013 on the Board of Directors for Libbey Inc., and was recently appointed to a second public-company board, said, “I look forward to my next chapter, but will remain fully engaged at Cooper throughout the search and transition process. There is a strong, talented team in place at Cooper and I have every confidence in their ability to execute the exciting plans we have underway to grow the business.”



About Cooper Tire & Rubber Company
Cooper Tire & Rubber Company (NYSE: CTB) is the parent company of a global family of companies that specializes in the design, manufacture, marketing and sale of passenger car, light truck, medium truck, motorcycle and racing tires. Cooper's headquarters is in Findlay, Ohio, with manufacturing, sales, distribution, technical and design operations within its family of companies located in more than one dozen countries around the world. For more information on Cooper, visit, or



Investor Contact:

Jerry Bialek



Media Contact:

Anne Roman





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