ens-20220801

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): August 1, 2022

EnerSys

(Exact name of registrant as specified in its charter)

Commission File Number: 1-32253



Delaware						23-3058564
(State or other jurisdiction of incorporation)						(IRS Employer Identification No.)

2366 Bernville Road, Reading, Pennsylvania 19605

(Address of principal executive offices, including zip code)

(610) 208-1991

(Registrant’s telephone number, including area code)

(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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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, $0.01 par value per share

ENS

New York Stock Exchange


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

On August 1, 2022, EnerSys, upon the recommendation of its Nominating and Corporate Governance Committee, appointed Rudolph (Rudy) Wynter, to its Board of Directors (“Board”), effective immediately. With the appointment of Mr. Wynter, the Board now has 10 directors. Mr. Wynter will serve as a Class I director for a term expiring at the Company’s annual general meeting of stockholders to be held in 2023. Our Board has determined that Mr. Wynter is an independent director under applicable SEC and NYSE rules. Board committee assignments have not yet been determined for Mr. Wynter.

There are no arrangements or understandings between Mr. Wynter and any other persons with respect to his appointment as a director. Mr. Wynter does not have an interest requiring disclosure under Item 404(a) of Regulation S-K. There have been no transactions, nor are there any current proposed transactions, to which EnerSys or any of its subsidiaries was or is to be a party in which Mr. Wynter, or any member of his immediate families, had, or will have, a direct or indirect material interest.

Mr. Wynter will be compensated for services as a director on the same basis as other non-employee directors of EnerSys, including annual retainer, fees for attending board and committee meetings, eligibility to participate in EnerSys’ Voluntary Deferred Compensation Plan for Non-Employee Directors and eligibility to receive other stock-based awards as may be approved from time to time by the Board. Such compensation will be in accordance with EnerSys’ previously adopted compensation arrangements for directors, as described under the heading “Director Compensation” in EnerSys’ definitive proxy statement filed with the Securities and Exchange Commission on June 23, 2022. Such description is incorporated herein by reference.

The press release, attached hereto as Exhibit 99.1, is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits


(d) Exhibits
99.1			EnerSys Announces New Director
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

Signature(s)

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.



		EnerSys

Date: August 1, 2022	By:	/s/ Andrea J. Funk
		Andrea J. Funk
		Chief Financial Officer

EnerSys filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits