trs-20240318


			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) March 18, 2024

TRIMAS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

001-10716

38-2687639

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

38505 Woodward Avenue,

Suite 200,

Bloomfield Hills,

48304

Michigan

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code (248) 631-5450

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 (see General Instruction A.2. below):

☐ 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 exchange on which registered
Common stock, $0.01 par value	TRS	The NASDAQ Stock Market LLC

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).

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 March 18, 2024, Mr. Samuel Valenti III, Chairman of the Board of Directors (the "Board") of TriMas Corporation (the "Company") notified the Company of his intent to retire as a director of the Company and therefore not stand for reelection at the Company's 2024 Annual Meeting of Shareholders (the "Annual Meeting"). Accordingly, Mr. Valenti's term as a director will end when his current term expires at the Annual Meeting. Mr. Valenti's decision to retire from the Board is not related to any disagreement with the Company on any matter relating to its operations, policies or procedures. Mr. Valenti has served as Chairman of the Company's Board since 2002. The Company thanks Mr. Valenti for his many positive contributions and dedicated years of service and wishes him well in his next endeavor.

In light of this departure from the Board, the Board has appointed Herbert K. Parker, who has served on the Company's Board since 2015, to serve as Chairman of the Board upon Mr. Valenti's retirement. In addition, in connection with Mr. Valenti's retirement, the Board has reduced the size of the Board to eight directors, seven of whom are independent, effective as of the Annual Meeting.

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.

TRIMAS CORPORATION

Date:

March 20, 2024

By:

/s/ Jodi F. Robin

Name:

Jodi F. Robin

Title:

General Counsel and Secretary

TriMas Corporation filed SEC Form 8-K: Leadership Update