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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): May 7, 2021



(Exact Name of Registrant as Specified in Charter)


Indiana   1-33794   26-1342272
(State of Incorporation)  

(Commission File Number)


(IRS Employer Identification No.)


One Batesville Boulevard    
Batesville, Indiana   47006
(Address of Principal Executive Office)   (Zip Code)


Registrant’s telephone number, including area code:   (812) 934-7500


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))


Securities registered pursuant to Section 12(b) of the Act:

Title of each class:   Trading Symbol(s)   Name of each exchange on which registered:
Common Stock, without par value   HI   New York Stock Exchange


Indicate by the check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.


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 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 May 7, 2021, the Board of Directors of Hillenbrand, Inc. (the “Company”), on the recommendation of the Nominating/Corporate Governance Committee (the “NCG Committee”), elected Dennis W. Pullin to the Board of Directors as an independent director. Mr. Pullin will serve an initial term that will expire at the Company’s next annual meeting of shareholders in February 2022, when he will be up for election for another term.


Mr. Pullin was also appointed to the Board’s Compensation and Management Development Committee and NCG Committee.


The Company’s press release announcing the election of Mr. Pullin is attached as Exhibit 99.1 to this Current Report.


Mr. Pullin will be entitled to receive compensation for his service on the Board consistent with the Company’s compensation program for non-employee directors, as described under the heading “Compensation of Directors” in the Company’s proxy statement for its 2021 annual meeting of shareholders, filed with the Securities and Exchange Commission on December 29, 2020.


There are no transactions and no proposed transactions between Mr. Pullin (or any member of his immediate family) and the Company (or any of its subsidiaries), and there is no arrangement or understanding between Mr. Pullin and any other person or entity pursuant to which Mr. Pullin was elected as a director of the Company.


Item 9.01. Financial Statements and Exhibits.


(d) Exhibits.


99.1   Press Release, dated May 11, 2021
104   Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.






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: May 11, 2021 HILLENBRAND, INC.
  By: /s/ Nicholas R. Farrell
  Name: Nicholas R. Farrell
  Title: Senior Vice President, General Counsel, Secretary and Chief Compliance Officer