Form 8-K - Current report

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) July 30, 2024

THE GREENBRIER COMPANIES, INC.

(Exact name of registrant as specified in its charter)

Oregon

001-13146

93-0816972

(State of

Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)


One Centerpointe Drive, Suite 200, Lake Oswego, OR		97035
(Address of principal executive offices)		(Zip Code)

(503) 684-7000

Registrant’s telephone number, including area code

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 (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 each exchange

on which registered

Common Stock without par value

GBX

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. ☐

Item 8.01

Other Events.

On July 30, 2024, The Greenbrier Companies, Inc. issued a press release regarding Patrick J. Ottensmeyer.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits


Exhibit No.		Description

99.1		Press Release dated July 30, 2024 of The Greenbrier Companies, Inc. regarding Patrick J. Ottensmeyer

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 thereunto duly authorized.


	THE GREENBRIER COMPANIES, INC.

Date: July 30, 2024	By:	/s/ Christian M. Lucky
		Senior Vice President, Chief Legal and Compliance Officer

Exhibit 99.1


News Release

One Centerpointe Drive, Ste. 200, Lake Oswego, Oregon 97035 503-684-7000		www.gbrx.com

For release: July 30, 2024 4:30 p.m. EDT	Contacts:	Jack Isselmann, Public Relations
		Justin Roberts, Investor Relations
		Phone: 503-684-7000

Greenbrier mourns the passing of board member Patrick Ottensmeyer

Lake Oswego, Oregon, July 30, 2024 – The Greenbrier Companies, Inc. (NYSE:GBX) today remembers Board member Patrick J. Ottensmeyer, who passed away this past weekend at age 67. The Company extends its deepest condolences to his family and friends.

Ottensmeyer had served on Greenbrier’s Board since 2023, bringing decades of industry and international relations expertise. Ottensmeyer served as President and CEO of Kansas City Southern (KCS), a Class I railroad, from 2015 to 2023, until the completion of the merger creating Canadian Pacific Kansas City (CPKC) in 2023. Before becoming CEO, Ottensmeyer served in various roles at KCS since 2006.

Ottensmeyer had deep expertise working across the U.S.-Mexico border and was instrumental in representing business interests during the creation of the United States-Mexico-Canada Agreement (USMCA). He served as the U.S. Chairman of the U.S. Chamber of Commerce’s U.S.-Mexico Economic Council (USMXECO) during this pivotal time. He was Co-Chair of the Brookings Institute USMCA Initiative, a group focused on building more integrated and resilient supply chains. He served as Chair of the Truman Library Institute, the member-supported, nonprofit partner of the President Harry S. Truman Library & Museum.

In 2023, Ottensmeyer received the NARS Edward R. Hamberger Lifetime Achievement Award; in 2022, he received Ingram’s Executive of the Year Award. Also in 2022, was Railway Age’s Co-Railroader of the Year Award, in connection with the CP and KCS merger. He received the Railway Age Railroader of the Year recognition for the first time in 2020, and in 2019, he received Progressive Railroading’s Railroad Innovator Award.

“Pat demonstrated a remarkable passion for this industry. From day one, he became an invaluable member of our Board of Directors. We are forever grateful for his contributions to Greenbrier, its shareholders and the broader rail industry. He will be greatly missed, as he was a wonderful friend to his Board colleagues and many at the company,” said Board Chair Admiral Thomas B. Fargo (USN Retired).

“Working alongside Pat has been a privilege for the other board members and me. He was a visionary leader who left a lasting legacy for the North American rail industry and the broader trade policy landscape. The Greenbrier family offers our deepest condolences to his friends and family. Pat will be deeply missed,” said Lorie Tekorius, CEO and President.

- More -


Greenbrier mourns the passing of board member Patrick Ottensmeyer *(Cont.)*		Page 2

About Greenbrier

Greenbrier, headquartered in Lake Oswego, Oregon, is a leading international supplier of equipment and services to global freight transportation markets. Through its wholly-owned subsidiaries and joint ventures, Greenbrier designs, builds and markets freight railcars in North America, Europe and Brazil. We are a leading provider of freight railcar wheel services, parts, maintenance and retrofitting services in North America through our maintenance services business unit. Greenbrier owns a lease fleet of approximately 15,200 railcars that originate primarily from Greenbrier’s manufacturing operations. Greenbrier offers railcar management, regulatory compliance services and leasing services to railroads and other railcar owners in North America. Learn more about Greenbrier at www.gbrx.com.

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Document and Entity Information	Jul. 30, 2024
Cover [Abstract]
Entity Registrant Name	GREENBRIER COMPANIES INC
Amendment Flag	false
Entity Central Index Key	0000923120
Document Type	8-K
Document Period End Date	Jul. 30, 2024
Entity Incorporation State Country Code	OR
Entity File Number	001-13146
Entity Tax Identification Number	93-0816972
Entity Address, Address Line One	One Centerpointe Drive
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Lake Oswego
Entity Address, State or Province	OR
Entity Address, Postal Zip Code	97035
City Area Code	(503)
Local Phone Number	684-7000
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock without par value
Trading Symbol	GBX
Security Exchange Name	NYSE
Entity Emerging Growth Company	false