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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): September 6, 2024
  
BLUE BIRD CORPORATION
(Exact name of registrant as specified in its charter)
  
 
Delaware 001-36267 46-3891989
(State or Other Jurisdiction of
Incorporation)		 (Commission File Number) (IRS Employer
Identification No.)
 
3920 Arkwright Road
2nd Floor
Macon, Georgia 31210

(Address of principal executive offices and zip code)
(478) 822-2801

(Registrant's telephone number including area code)


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 classTrading Symbol(s)Name of each exchange on which registered
Common stock, $0.0001 par valueBLBDNASDAQ Global Market
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.

(b) On September 6, 2024, Mr. Britton Smith, currently President of Blue Bird Corporation (the “Company”), voluntarily resigned from his employment with the Company effective September 28, 2024 (the “Effective Date”), for personal reasons. Mr. Smith also resigned from the Board of Directors effective immediately.

The Board of Directors approved severance benefits for Mr. Smith equal to his Fiscal 2024 cash bonus under the Company’s annual Management Incentive Plan (“MIP”), 38 days’ additional pay as a lump sum in lieu of Mr. Smith’s working out his 60 day notice period past the Effective Date, 12 months’ salary continuation after the Effective Date and up to 12 months’ COBRA coverage, conditioned upon his execution of a release agreement and continued compliance with his existing restrictive covenants, principally related to confidentiality, non-solicitation and non-competition. These benefits were agreed to between the Company and Mr. Smith in two separate agreements, the “Separation and Severance Agreement” and the “Separation and Severance Agreement ADEA/OWPA” which will be filed as exhibits to the Company’s fiscal 2024 Annual Report on Form 10-K.

(c) As a result of the event described above in subsection (b), on September 6, 2024, the Board of Directors of the Company appointed Mr. Philip Horlock, currently our Chief Executive Officer (“CEO”), as President and CEO of the Company effective September 28, 2024. Mr. Horlock has agreed to continue as President and CEO on the same terms of employment as contained in his current employment agreement. The Company had previously reported that Mr. Horlock was to resign as CEO effective as of close of business on September 28, 2024.

(e) Please see the second paragraph of subsection (b) above for a summary of the severance benefits payable to Mr. Smith authorized by the Board of Directors, which is incorporated herein by reference.

Item 8.01    Other Events.

We issued a press release on September 9, 2024, announcing the events reported in this Current Report on Form 8-K, a copy of which is furnished as Exhibit 99.1 to this Report.


Item 9.01    Financial Statement and Exhibits.

(d)    Exhibits.


104    Cover Page Interactive Data File (embedded within the Inline XBRL document).




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.
                        
BLUE BIRD CORPORATION
By:/s/ Ted Scartz
Name:Ted Scartz
Title:Senior Vice President and General Counsel
Dated: September 9, 2024


image_0a.jpg

PRESS RELEASE

Blue Bird Announces Resignation of President;
Phil Horlock to Remain as President and CEO

MACON, Ga. (September 9, 2024) – Blue Bird Corporation (Nasdaq: BLBD), the leader in electric and low-emission school buses, today announced that Britton Smith has resigned from his position as President, effective September 28, 2024.

Mr. Smith has decided to step down for personal reasons. The Company respects his decision and wishes him well in his future endeavors. Mr. Smith will step down from the Company’s Board of Directors, effective immediately.

“On behalf of the Board of Directors and the entire Blue Bird team, I want to express our gratitude to Britton for his leadership and contributions to the Company,” said Doug Grimm, Chairman of the Board. “We wish him all the best in the future.”

Following Mr. Smith’s departure, Blue Bird’s current Chief Executive Officer, Phil Horlock, will assume the additional role of President and continue to lead the Company, as he has for nearly 14 years.

“It has been an honor to serve as President of Blue Bird,” said Britton Smith. “My decision to step down is driven by personal reasons and I need to focus on these important aspects of my life at this time. I want to extend my heartfelt thanks to our employees and partners for their support during my tenure.”

Blue Bird remains focused on executing its profitable growth plan, leading in the deployment of clean alternative-powered school buses and delivering value for its shareholders, customers, dealers and employees.









About Blue Bird Corporation
Blue Bird (NASDAQ: BLBD) is recognized as a technology leader and innovator of school buses since its founding in 1927. Our dedicated team members design, engineer and manufacture school buses with a singular focus on safety, reliability, and durability.
School buses carry the most precious cargo in the world – 25 million children twice a day – making them the most trusted mode of student transportation. The company is the proven leader in low- and zero-emission school buses with more than 20,000 propane, natural gas, and electric powered buses in operation today. Blue Bird is transforming the student transportation industry through cleaner energy solutions. For more information on Blue Bird's complete product and service portfolio, visit www.bluebird.com.


Forward Looking Statements
This press release includes forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to expectations for future financial performance, business strategies or expectations for our business. Specifically, forward-looking statements include statements in this press release regarding earnings growth and Blue Bird’s future positioning and may include other statements preceded by, followed by or that include the words “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “target” or similar expressions

These forward-looking statements are based on information available as of the date of this press release, and current expectations, forecasts and assumptions, and involve a number of judgments, risks and uncertainties. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date, and we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. The factors described above, as well as risk factors described in reports filed with the SEC by us (available at www.sec.gov), could cause our actual results to differ materially from estimates or expectations reflected in such forward-looking statements.

Blue Bird Investor Contact
Mark Benfield
Blue Bird Corporation
T: +1.478.822.2315
E: Mark.Benfield@blue-bird.com

v3.24.2.u1
Cover Page Document
Sep. 06, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Sep. 06, 2024
Entity Registrant Name BLUE BIRD CORPORATION
Entity Incorporation, State or Country Code DE
Entity File Number 001-36267
Entity Tax Identification Number 46-3891989
Entity Address, Address Line One 3920 Arkwright Road
Entity Address, Address Line Two 2nd Floor
Entity Address, City or Town Macon
Entity Address, State or Province GA
Entity Address, Postal Zip Code 31210
City Area Code 478
Local Phone Number 822-2801
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(g) Security Common stock, $0.0001 par value
Trading Symbol BLBD
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0001589526
Amendment Flag false
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