Item 5.04 Temporary Suspension of Trading Under Registrant's Employee Benefit
Plans.
Ingersoll-Rand plc (the "Company") is making changes to certain of its benefit
plans to convert those plans from using a unitized stock fund to using a
"real-time traded" fund. In connection with these changes, on December 12, 2019,
the Company sent a notice to its directors and executive officers who are
subject to Section 16 of the Securities Exchange Act of 1934, as amended,
informing them of a blackout period that begins at the close of market
(generally 4:00 p.m. Eastern time) on January 16, 2020 and ends on or around
January 23, 2020 (the "Blackout Period") that is being imposed on participants
in the Ingersoll-Rand Company Employee Savings Plan, the Ingersoll-Rand Company
Employee Savings Plan for Bargained Employees, the Ingersoll-Rand Individual
Account Retirement Plan for Bargaining Unit Employees at the Buffalo, New York
Plant, the Ingersoll-Rand Retirement Savings Plan for Participating Affiliates
in Puerto Rico, the Trane 401(k) and Thrift Plan and a new plan relating to the
Company's industrial business that is expected to be in existence during the
periods below (the Ingersoll Rand Industrial U.S., Inc. Employee Savings Plan)
(collectively, the "Plans") and notifying them of the trading restrictions
applicable to them during this Blackout Period. During the Blackout Period,
participants and beneficiaries in the Plans will be unable to request exchanges
or obtain loans or receive distributions that involve Plan assets invested in
the Ingersoll-Rand Unitized Stock Fund.
During the Blackout Period and for a period of two years after the expiration of
the Blackout Period, executive officers and directors of Ingersoll Rand, and
security holders or other interested persons, may obtain, without charge,
information about this notice or about the actual beginning and ending dates of
the Blackout Period by contacting Evan M. Turtz at (704) 655-4000 or 800-E Beaty
Street, Davidson, North Carolina 28036.
This notice was sent pursuant to Section 306 of the Sarbanes-Oxley Act of 2002
and Regulation BTR, which generally prohibit executive officers and directors of
an issuer from engaging in transactions involving the issuer's equity securities
acquired in connection with their service or employment as director or executive
officer during any retirement plan blackout period.
A copy of the form of notice to directors and executive officers, which includes
the information specified in Rule 104(b) of Regulation BTR, is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit Description
99.1 Form of Notice of Blackout Period to Directors and Executive Officers,
dated December 12, 2019.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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