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): October 24, 2023 (October 19, 2023)
 
 
graphic
 
OTIS WORLDWIDE CORPORATION
(Exact name of registrant as specified in its charter)
 
Delaware
001-39221
 83-3789412
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
One Carrier Place
Farmington, Connecticut 06032
(Address of principal executive offices, including zip code)
 
Registrant’s telephone number, including area code
(860) 674-3000
 
N/A
(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))
 
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.   ☐
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock ($0.01 par value)
OTIS
New York Stock Exchange
0.000% Notes due 2023
OTIS/23
New York Stock Exchange
0.318% Notes due 2026
OTIS/26
New York Stock Exchange
0.934% Notes due 2031
OTIS/31
New York Stock Exchange
 
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.
 
 
(b)
On October 19, 2023, Harold W. McGraw III announced that he will retire from the Board of Directors (the “Board”) of Otis Worldwide Corporation (the “Company”), effective December 7, 2023.

 
(d)
On October 24, 2023, the Board appointed Thomas Bartlett and Jill Brannon to its Board of Directors, effective October 27, 2023, with their terms expiring at the 2024 Annual Meeting of Shareholders. With the additions of Bartlett and Brannon, and the retirement of McGraw, the Otis Board will have 11 members. The Board has appointed Mr. Bartlett to the Audit Committee and the Compensation Committee and Ms. Bannon to the Audit Committee and the Nominations and Governance Committee, each effective as of October 27, 2023.
 
The Board has determined that Mr. Barlett and Ms. Brannon qualify as independent directors under the New York Stock Exchange listing standards and the Company's Director Independence Policy.

Mr. Barlett and Ms. Brannon will participate in the compensation program for non-employee directors as described in Exhibits 10.10 and 10.27 to Otis' Annual Report on Form 10-K (Commission file number 001-39221) for the fiscal year ended December 31, 2022.

The appointments of Mr. Barlett and Ms. Brannon were not pursuant to any arrangement or understanding between them and any third party. As of the date of this report, neither Mr. Barlett nor Ms. Brannon, nor any of their immediate family members, is a party, either directly or indirectly, to any transaction that is required to be reported pursuant to Item 404(a) of Regulation S-K.

A copy of the Company’s press release announcing the appointments of Mr. Barlett and Ms. Brannon and the retirement of Mr. McGraw is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. References to Internet websites and social media sites in the press release are provided for convenience only. Information available through these websites and social media sites is not incorporated by reference into this Form 8-K.
 
Section 9—Financial Statements and Exhibits
 
Item 9.01.
Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit
Number
Exhibit Description
Press Release, dated October 24, 2023, issued by Otis Worldwide Corporation.
   
104
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

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.
 
 
OTIS WORLDWIDE CORPORATION
 
(Registrant)
     
Date:  October 24, 2023
By:
  /s/ Toby Smith  
   
Toby Smith
   
Vice President & Corporate Secretary


Exhibit 99

  
For Immediate Release
  
   
Media Contact:
Investor Relations Contact:
Katy Padgett
Michael Rednor
+1 860-674-3047
+1 860-676-6011
Kathleen.Padgett@otis.com
InvestorRelations@otis.com

Tom Bartlett and Jill Brannon Appointed to
Otis Worldwide Corporation Board of Directors
 
McGraw to Depart Otis Worldwide Corporation Board
 
FARMINGTON, Conn., Oct. 24, 2023 ― Otis Worldwide Corporation (NYSE: OTIS), the world's leading company for elevator and escalator manufacturing, installation and service, announced today that Tom Bartlett and Jill Brannon have been appointed to its Board of Directors, effective October 27, 2023.
 
Bartlett is President and Chief Executive Officer of American Tower Corporation. Brannon is Executive Vice President and Chief Sales Officer at FedEx Corp.
 
“We are pleased to welcome Tom and Jill to the Otis Worldwide Corporation Board of Directors," said Judy Marks, Otis Chair, CEO & President. “Tom’s vast experience in technology and management of real estate dedicated to global wireless infrastructure, and Jill’s leadership delivering global services, make them outstanding additions to support our growth strategy and momentum. I look forward to working with Tom and Jill as together we help Otis build a taller, faster, smarter world."
 
Prior to joining American Tower in 2009 as Executive Vice President and Chief Financial Officer, Bartlett had a 25-year career at Verizon Communications and its predecessor companies and affiliates. Bartlett previously served on the Board of Directors of Equinix, Inc. He is a member of the World Economic Forum’s Information and Communications Technologies (ICT) Board of Governors, the National Association of Real Estate Investment Trust (NAREIT) Executive Committee, and the Business Roundtable.

“It is a privilege to join the Otis board of directors and support the company’s mission to be a world-class, customer-centric, service-oriented company,” said Bartlett. “I’m eager to support the ongoing programs and innovation that deliver value and meet the unique and evolving needs of Otis’ stakeholders around the world.”

Brannon has more than three decades of global experience at FedEx. In addition to her role as Chief Sales Officer, Brannon serves on the company’s Strategic Management Committee, a select group of the company’s top leadership that sets the strategic direction for the enterprise. She has previously held positions leading sales in Europe, Middle East, the Indian Subcontinent and Africa, and in operations, marketing, and strategic planning and analysis. Since 2022, Brannon has served on the advisory board of directors for European Transport Solutions SARL, Luxembourg. She previously served on the boards of the US-ASEAN Business Council and the International Children’s Heart Foundation.

“It is an honor to join Otis – the global leader in the industry it founded 170 years ago,” said Brannon. “I look forward to bringing my decades of experience and insights gained serving in various global roles to support the Board as we oversee the company’s long-term strategy and help ensure its future success.”

Harold (Terry) W. McGraw III has announced he will retire from the Otis Worldwide Corporation Board of Directors, effective December 7, 2023. He was an inaugural member of the Otis Board, when the company separated from its previous parent and listed as an independent company on the New York Stock Exchange in April 2020. McGraw served on the Compensation and Nominations and Governance Committees.
 
“I would like to thank Terry for his contributions and guidance as we navigated Otis through the spin and in our three and one-half years as a public company. He has been a valuable advisor to Otis and to me personally,” said Marks.
 
With the additions of Bartlett and Brannon, and the retirement of McGraw, the Otis Board will have 11 members. Bartlett will join the Audit and Compensation Committees. Brannon will join the Board’s Audit and Nominations and Governance Committees.

To learn more about Otis and its Board of Directors, visit www.otis.com.

About Otis
Otis is the world’s leading elevator and escalator manufacturing, installation and service company. We move 2 billion people a day and maintain approximately 2.2 million customer units worldwide, the industry’s largest Service portfolio. Headquartered in Connecticut, USA, Otis is 69,000 people strong, including 41,000 field professionals, all committed to meeting the diverse needs of our customers and passengers in more than 200 countries and territories worldwide. For more information, visit www.otis.com and follow us on LinkedIn, Instagram, Facebook and Twitter @OtisElevatorCo.


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Oct. 19, 2023
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