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):   August 18, 2014

______________________________

KBR, INC.
(Exact name of registrant as specified in its charter)

Delaware	1-33146	20-4536774	
(State or other jurisdiction	(Commission File Number)	(IRS Employer	
of incorporation)	 	Identification No.)	

 
601 Jefferson Street	 	
Suite 3400	 	
Houston, Texas	77002	
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: ( 713) 753-3011

______________________________

 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):

o       Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o       Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o       Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o       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.

(d)           Election of Directors.

KBR announced the appointment of James R. Blackwell to its Board of Directors effective August 18, 2014, to fill a vacancy created when John R. Huff retired from the Board of Directors.  Mr. Blackwell will serve a term expiring at KBR’s 2015 annual meeting of stockholders.  Mr. Blackwell has been appointed to serve on the Corporate Social Responsibility Committee of the Board of Directors.  Mr. Blackwell is an employee of Chevron Corporation and will continue in such capacity through March 2015.  Chevron Corporation is the largest customer for KBR, accounting for 26% of our gross revenue in fiscal year 2013.  The full text of the press release announcing Mr. Blackwell’s election is attached hereto as Exhibit 99.1

Like KBR’s other non-employee directors, Mr. Blackwell was granted an annual award of shares of restricted stock units (“RSUs”) under the KBR, Inc. 2006 Stock and Incentive Plan, as amended, valued at approximately $110,000.  The closing price of KBR’s common stock on August 18, 2014, the date of grant, was $21.20, resulting in a grant of 5,189 shares of RSUs.  The restrictions on the RSUs lapse six months after the grant date .    Additionally, the RSUs contain the same acceleration of vesting and forfeiture provisions as all other RSU grants to the other members of the Board of Directors.  The full text and a summary of the KBR, Inc. 2006 Stock and Incentive Plan, as amended, is included in KBR’s Proxy Statement relating to KBR’s 2012 annual meeting of stockholders, as filed with the Commission on April 5, 2012; (File No. 1-33146)

ITEM 9.01                      Financial Statements and Exhibits.

(d)   Exhibits .

99.1  	KBR, Inc. press release dated August 19, 2014 entitled, “KBR Announces Election of Director.”	

 

 	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.

 

Date:           August 19, 2014	KBR, INC.

 
By: /s/ Jeffrey B. King                                                                     
Name:         Jeffrey B. King
Title:          Vice President, Public Law

 

 	

Exhibit 99.1

KBR Announces the Appointment of Director

HOUSTON – August 19, 2014 – KBR, Inc. (NYSE: KBR) announced today the election of Mr. James Blackwell as a member of the KBR Board of Directors.

Mr. Blackwell announced his plans to retire from Chevron Corporation where he has held numerous positions of increasing responsibility during his 34-year tenure with the company. He began his career as a roustabout with Gulf Oil, which merged with Standard Oil Company of California to form Chevron. Mr. Blackwell worked his way up to Executive Vice President, Technology and Services, with responsibility for a portfolio that included the major capital projects organization for Chevron.

“On behalf of KBR, I am delighted that Jim will join the Board. We are confident that with Jim’s industry experience and knowledge, he will add significant value and insight,” said Mr. Loren Carroll, Chairman of the Board of KBR.

Currently, Mr. Blackwell is a member of the Board of Trustees at St. Mary’s College of California. He previously served on the board of directors of the National Action Council for Minorities in Engineering, Inc. and the board of directors for the National Bureau of Asian Research. He is a member of the CSIS U.S.-China Policy Roundtable and the CSIS U.S.-ASEAN Strategy Commission.

The Mississippi native holds bachelor’s degrees in biology and environmental technology from the University of Southern Mississippi. He subsequently graduated with a master's degree in petroleum engineering from Tulane University.

About KBR
KBR is a global engineering, construction and services company supporting the energy, hydrocarbons, power, industrial, civil infrastructure, minerals, government services and commercial markets. For more information, visit www.kbr.com .

Contact:
Investors
Zac Nagle
Vice President, Investor Relations and Communications
713-753-5082
Investors@kbr.com

Media
Richard Goins
Director, Corporate Communications
713-751-9471
Mediarelations@kbr.com
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