Current Report Filing (8-k)
16 November 2021 - 10:16PM
Edgar (US Regulatory)
false 0000007431 0000007431 2021-11-12
2021-11-12
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): November 12,
2021
ARMSTRONG WORLD INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania
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1-2116
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23-0366390
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(State or other jurisdiction
of incorporation or organization)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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2500 Columbia Avenue P.O. Box 3001
Lancaster, Pennsylvania
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17603
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (717)
397-0611
NA
(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
☐
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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☐
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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))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.01 par value per
share
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AWI
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New York Stock Exchange
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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.
◻
Section 5 – Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers
On November 16, 2021, Armstrong World Industries, Inc. (the
“Company’) announced that Charlie M. Chiappone has notified the
Company of his intent to retire from his position as Senior Vice
President, Ceiling and Wall Solutions of the Company, effective
April 1, 2022. In connection with Mr. Chiappone’s
pending retirement, the Company announced that Mark A. Hershey,
General Counsel, Chief Compliance Officer and Senior Vice President
of Business Development and Sustainability will become Senior Vice
President, Americas. In his new role, Mr. Hershey will
assume responsibility for the Company’s mineral fiber and
architectural specialties business segments and retain
responsibility for Business Development. The Company
also announced that Jill A. Crager, Vice President, Commercial
Digitalization will become Senior Vice President, Sales Operations
responsible for all distribution and direct sales channels, pricing
and customer service. In her new role, Ms. Crager will continue to
be responsible for Commercial Digitalization.
In connection with his appointment as Senior Vice President,
Americas, Mr. Hershey’s base salary will increase to $490,000. Mr.
Hershey will continue to participate in the Company’s annual
short-term incentive plan, for which his cash incentive award
target will increase to 70% of actual annual base salary earnings,
as well as the Company’s long-term incentive plan.
Mr. Chiappone’s decision to retire is not related to any
disagreement with the Company, and he will provide support to Mr.
Hershey and Ms. Crager through April 1, 2022 to ensure a smooth
transition.
A copy of the Company’s press release announcing Mr. Chiappone’s
retirement and subsequent leadership changes is attached hereto as
Exhibit 99.1 and is incorporated herein by reference.
Section 9 – Financial
Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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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 hereunto duly authorized.
ARMSTRONG WORLD INDUSTRIES, INC.
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By:
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/s/ Brian L. MacNeal
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Brian L. MacNeal
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Senior Vice President and Chief Financial Officer (Principal
Financial Officer)
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Date: November 16, 2021
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