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TEREX CORP : Change in Directors or Principal Officers, Financial Statements and Exhibits (form 8-K)

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04/01/2020 | 05:47 pm

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 1, 2020, Terex announced that Sandie O'Connor has been appointed to the Board of Directors (the "Board") of Terex Corporation ("Terex" or the "Company"). Her appointment is effective March 31, 2020. Ms. O'Connor recently retired as the Chief Regulatory Affairs Officer for JPMorgan Chase, a global financial services firm. In this capacity, she set the firm's comprehensive regulatory strategy and led engagement with G-20 international standard setters, regulators and policymakers regarding evolving regulation and legislation. Using her extensive market expertise and deep understanding of capital flows, balance sheets and market liquidity she provided meaningful perspectives on impacts to clients, business activity and economic growth. Prior to this role, she held several leadership positions spanning corporate functions as well as client facing businesses including Global Treasurer and head of Prime Services. Ms. O'Connor joined JPMorgan in 1988 and over a 30 year career, held positions of increasing responsibility within the company's Investment Bank and Corporate divisions.

There are no relationships or related transactions between Ms. O'Connor and the Company that would be required to be reported under Section 404(a) of Regulation S-K. Ms. O'Connor will be an independent director under the listing standards of the New York Stock Exchange and the Company's Corporate Governance Guidelines. Ms. O'Connor will receive the standard compensation provided to all Terex non-employee directors as described under the heading "Director Compensation" in the Company's Definitive Proxy Statement filed with the Securities and Exchange Commission on April 3, 2019. Terex non-employee directors generally serve on at least one committee of the Board, and it is currently expected that Ms. O'Connor will also serve on committees of the Board.

A copy of the Company's press release, dated April 1, 2020, announcing the appointment of Ms. O'Connor to the Board is attached hereto as Exhibit 99.1 and is hereby incorporated by reference into this Item 5.02.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1 Press release of Terex Corporation issued on April 1, 2020.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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