Form 8-K




Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) February 16, 2018




(Exact name of registrant as specified in its charter)


Delaware   001-14817   91-0351110

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

777 106th Avenue NE, Bellevue, WA 98004

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (425) 468-7400



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 (see General Instruction A.2.):


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

On February 16, 2018, the PACCAR Inc Board of Directors elected Franklin L. Feder to the PACCAR Inc Board of Directors effective April 30, 2018.

Mr. Feder will serve as a Class III director to fill the vacancy created by the retirement of Luiz Kaufmann on April 29, 2018. The information required by Item 5.02(d)(3) is not available at this time. There are no reportable transactions under Item 404(a) of Regulation S-K. He will receive compensation for his services in accordance with the Company’s standard compensatory arrangements for non-employee directors. These arrangements include an annual cash retainer of $110,000 and an annual restricted stock award of $150,000, both prorated for 2018; and Committee meeting fees of $5,000 per meeting. A press release announcing the Board action is attached as Exhibit 99.1 to this Report.

Item 9.01 Financial Statements and Exhibits


(d) Exhibits.

The following are furnished as Exhibits to this Report.





99.1    Press release of February 16, 2018 regarding Franklin L. Feder

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.


    PACCAR Inc
Date: February 16, 2018     By:  

/s/ D. S. Grandstaff

      D. S. Grandstaff
      Vice President and General Counsel