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 4, 2014

PRIMO WATER CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
001-34850
30-0278688
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

104 Cambridge Plaza Drive
Winston-Salem, NC  27104
(Address of Principal Executive Offices)(Zip Code)

Registrant’s telephone number, including area code:  336-331-4000

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:
 
¨
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))


Item 5.02   
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On March 4, 2014, Susan E. Cates was appointed to fill a vacancy on the Board of Directors of Primo Water Corporation (“Company”).  Ms. Cates will serve as chair of the Company’s Audit Committee and as a member of Company's Nominating and Governance Committee.  As a member of the Company’s Board of Directors, Ms. Cates will receive compensation in the form of cash and equity awards under the Company’s Non-Employee Director Compensation Policy.
 
A copy of the Company’s press release issued March 6, 2014 announcing Ms. Cates’ appointment is attached hereto as exhibit 99.1 and incorporated herein by reference.

Item 9.01
Financial Statements and Exhibits.
 
(d)            Exhibits
 
The following exhibits are filed herewith:
 
Exhibit No.
 
Exhibit Description
 
 
 
 
99.1
 
Press release dated March 6, 2014 (filed herewith)

Signature

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.

 
PRIMO WATER CORPORATION
 
 
 
 
 
 
Date:  March 6, 2014
By:
/s/ Mark Castaneda
 
Name:
Mark Castaneda
 
Title:
Chief Financial Officer
 

SECURITIES AND EXCHANGE COMMISSION
Washington, DC

EXHIBITS

CURRENT REPORT
ON
FORM 8-K

Date of Event Reported:
 
Commission File No:
March 4, 2014
 
001-34850

PRIMO WATER CORPORATION

EXHIBIT INDEX

Exhibit No.
 
Exhibit Description
 
 
 
 
 
Press release dated March 6, 2014 (filed herewith)