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 6, 2007
DELEK US HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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001-32868
(Commission File Number)
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52-2319066
(IRS Employer
Identification No.) |
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830 Crescent Centre Drive, Suite 300
Franklin, Tennessee
(Address of principal executive offices)
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37067
(Zip Code) |
Registrant’s telephone number, including area code: (615) 771-6701
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
On March 8, 2007, Delek US Holdings, Inc. (the “Company”) announced its financial results for
the fourth quarter and year ended December 31, 2006. The full text of the press release is
furnished as Exhibit 99.1 hereto.
The information in the attached Exhibit is being furnished pursuant to Item 2.02 “Results of
Operations and Financial Condition.” The information shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of
1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific
reference in such filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
On March 6, 2007, Ronel Ben-Dov, a member of the Company’s Board of Directors, announced his
resignation from the Board effective immediately. Mr. Ben-Dov’s resignation is not the result of
any disagreement with the Company’s operations, policies or practices.
Also on and effective as of March 6, 2007, the Board appointed Alan H. Gelman to fill the
vacancy on the Company’s Board of Directors. Mr. Gelman is 51 years of age, and has served as
Deputy Chief Executive Officer and Chief Financial Officer of Delek Group, Ltd., our parent
company, since September 2006. Mr. Gelman was not selected pursuant to any arrangement or
understanding with any person, and has had no direct or indirect interest in any of the Company’s
transactions during the preceding or current fiscal year within the meaning of Item 404(a) of
Regulation S-K.
Item 9.01. Financial Statements and Exhibits.
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Financial statements of businesses acquired. |
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Not Applicable. |
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Pro forma financial information. |
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Not Applicable. |
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Shell company transactions. |
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Not applicable. |
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Exhibits. |
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99.1 |
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Press release of Delek US Holdings, Inc. issued on March 8, 2007. |
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