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    Modine Manufacturing Company filed SEC Form 8-K: Leadership Update, Other Events, Financial Statements and Exhibits

    7/21/25 1:01:40 PM ET
    $MOD
    Auto Parts:O.E.M.
    Consumer Discretionary
    Get the next $MOD alert in real time by email
    0000067347false00000673472025-07-182025-07-18

    ​

    ​

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, DC  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): July 18, 2025

    Modine Manufacturing Company

    (Exact name of registrant as specified in its charter)

    ​

    ​

    Wisconsin

    ​

    001-01373

    ​

    39-0482000

    (State or other jurisdiction of incorporation)

    ​

    (Commission File Number)

    ​

    (I.R.S. Employer Identification Number)

    ​

    ​

    1500 DeKoven Avenue, Racine, Wisconsin

     

    53403

    (Address of principal executive offices)

     

    (Zip Code)

    ​

    ​

    Registrant’s telephone number, including area code:

     

    (262) 636-1200

     

     

     

    (Former name or former address, if changed since last report.)

     

    N/A

    ​

    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, $0.625 par value

    ​

    MOD

    ​

    New York Stock Exchange

    ​

    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. ☐

    ​

    ​

    ​

    Information to be Included in the Report

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

    Appointment of Director

    Modine Manufacturing Company (the “Company”) announced that on July 18, 2025, the Company’s Board of Directors appointed Alan S. Lowe as a director. Mr. Lowe most recently served from July 2015 to February 2025 as President and Chief Executive Officer of Lumentum Holdings Inc. (Nasdaq: LITE).

    Mr. Lowe was appointed to the class of directors with terms ending in 2026. His term commenced immediately and will continue until his successor is duly elected or until his earlier death, resignation or removal. Additionally, Mr. Lowe has been named to the Audit and Corporate Governance Committees.

    ​

    Item 8.01Other Events.

    On July 21, 2025, the Company issued a press release announcing Mr. Lowe’s appointment, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

    ​

    Item 9.01Financial Statements and Exhibits

    (d)

    Exhibits

    The following exhibits are being furnished herewith:

    ​

    ​

    ​

    99.1

       

    Press Release issued July 21, 2025.

    ​

    ​

    ​

    104

    ​

    Cover Page Interactive Data File (formatted as Inline XBRL)

    ​

    ​

    ​

    2

    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.

    Modine Manufacturing Company

     

     

     

       

    By: 

    /s/ Erin J. Roth

     

    Erin J. Roth

     

    Vice President, General Counsel and Chief Compliance Officer

     

     

    Date:  July 21, 2025

     

    ​

    ​

    ​

    3

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