1,080 material Form 8-K filings that 839 companies we cover made with the SEC in May 2025, each read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). All of them were written later, when past filings were added: a selection, not every 8-K of the month (see the note below).
Equifax said Todd Horvath, head of its U.S. Information Solutions unit, will leave the company effective June 1, 2025, and that CEO Mark Begor will lead USIS until a successor is found. The filing also discloses a separation package including a $2.9 million lump-sum severance payment and about $3.2 million in cash for unvested new-hire equity, which is a cost to the company.
Todd Horvath departs as EVP and President, U.S. Information Solutions, effective June 1, 2025
CEO Mark Begor will lead USIS while the company searches for a successor
Lump-sum severance of $2.9 million, about two years of annual cash compensation before taxes and withholdings
About $3.2 million in cash for the unvested portion of his new-hire "make whole" equity award; prorated 2025 incentive payable in Q1 2026
Proto Labs entered a new consulting agreement with Robert Bodor, who ceased to be President and CEO effective May 20, 2025. Under the agreement dated May 28, 2025, Bodor will provide transitional services for a monthly fee of $5,000 through November 11, 2025, subject to him signing a general waiver and release of claims.
Monthly consulting fee of $5,000, with the term running through November 11, 2025
Agreement is conditioned on Bodor signing and not rescinding a general waiver and release of claims
Bodor keeps vested stock options until the agreement ends or he exercises them; unvested options are forfeited, and vested options may be exercised for three months after termination or expiration
Coda Octopus Group, Inc. disclosed that G. Tyler Runnels resigned from its Board of Directors on May 27, 2025. The company said there were no disagreements between it and Mr. Runnels. The filing does not give a reason for the resignation or name a replacement.
Director G. Tyler Runnels resigned from the Board on May 27, 2025.
The company states there were no disagreements between it and Mr. Runnels.
The filing includes only the Inline XBRL cover page exhibit and does not name a successor.
Neurocrine Biosciences said Sanjay Keswani, M.D. will succeed Eiry W. Roberts, M.D. as Chief Medical Officer effective June 2, 2025. Dr. Roberts, who has held the role for seven years, will stay on as Strategic Advisor to the CEO through December 31, 2025 under an amended employment agreement with a $731,400 base salary.
Sanjay Keswani, M.D. succeeds Eiry W. Roberts, M.D. as Chief Medical Officer effective June 2, 2025
Dr. Roberts becomes Strategic Advisor to the CEO through December 31, 2025, with a $731,400 annual base salary
Dr. Roberts's target bonus is 60% of base pay for calendar year 2025; severance and outstanding equity awards carry over
VF's board appointed Michael E. Phillips as Vice President, Chief Accounting Officer, effective June 1, 2025. He replaces Bryan H. McNeill, who notified the company on May 27, 2025 that he is retiring after nearly 30 years of service. The filing describes a planned leadership change in the finance function and does not mention any financial results or guidance.
Michael E. Phillips, 52, has been VP, Enterprise Financial Reporting Controller since September 2022 and joined VF in June 2010.
Phillips is a Certified Public Accountant and previously led audit and financial due diligence engagements over 15 years.
Bryan H. McNeill is retiring after nearly 30 years of service; his resignation as Chief Accounting Officer is effective June 1, 2025.
Truist Financial Corporation's board appointed Jonathan Pruzan, former Morgan Stanley chief operating officer and co-president of Pretium, as a director of the company and of Truist Bank, effective immediately. He will serve on the Joint Risk Committee of the Boards, and the filing does not report any financial results or guidance changes.
Board appointment made May 27, 2025, effective immediately
Pruzan receives a $100,000 annual cash retainer, a $15,000 Risk Committee retainer, and $180,000 in annual restricted stock units
Pruzan spent nearly 30 years at Morgan Stanley (1994-2023), including as chief financial officer from 2015 to 2021
Colgate-Palmolive's board elected Shane Grant, formerly of Group Danone, as Chief Operating Officer, Americas, effective June 16, 2025, with a base salary of $1,100,000 and a target bonus of 115% of salary. The filing also says Prabha Parameswaran will become Vice Chair and retire on October 1, 2025, and names new operating and growth roles for two other executives.
Shane Grant, 50, joins from Group Danone, where he was Group Deputy CEO and CEO Americas; he will report to CEO Noel R. Wallace
Grant's package includes a 90,000-unit restricted stock unit replacement award and a $1,000,000 sign-on bonus plus a $1,500,000 transition allowance
Prabha Parameswaran, Group President, Growth and Strategy, plans to retire October 1, 2025 and becomes Vice Chair effective June 16, 2025
Panagiotis Tsourapas and John Hazlin receive promotions to Chief Operating Officer roles and Chief Growth Officer, respectively, effective June 16, 2025
Loews Corporation disclosed that Richard W. Scott, its Senior Vice President and Chief Investment Officer, informed the company on May 27, 2025 that he will retire effective December 31, 2025. The filing does not name a successor or describe the reasons for the departure.
Richard W. Scott, Senior Vice President and Chief Investment Officer, will retire.
Notice given to Loews on May 27, 2025; retirement effective December 31, 2025.
The filing does not name a successor or provide retirement compensation terms.
At its May 22, 2025 annual meeting, Quanta Services stockholders approved Amendment No. 2 to the 2019 Omnibus Equity Incentive Plan, which raises the number of shares that may be issued under the plan by 4,190,000. The company also said Executive Vice President – Business Administration Derrick Jensen will resign effective June 1, 2025, and will stay on in an advisory role at an annual base salary of $200,000. Shareholders also re-elected all ten director nominees and ratified PricewaterhouseCoopers LLP as auditor for fiscal 2025.
Stockholders approved Amendment No. 2, adding 4,190,000 shares to the 2019 Omnibus Equity Incentive Plan on May 22, 2025.
Derrick Jensen resigned as EVP – Business Administration effective June 1, 2025, and will serve in an advisory role with a $200,000 base salary.
All ten director nominees were elected to one-year terms expiring at the 2026 annual meeting.
PricewaterhouseCoopers LLP was ratified for fiscal 2025 with 119,775,163 votes for and 7,886,382 against; executive pay advisory vote received 108,939,966 for and 7,703,334 against.
Koppers Holdings named James A. Sullivan, its President and Chief Operating Officer through May 31, 2025, as President and Chief Transformation Officer, effective June 1, 2025. The newly created role will lead the company-wide Catalyst transformation initiative, and business unit leaders will now report to CEO Leroy Ball. The filing does not include financial results, guidance or cost targets for the initiative.
Sullivan, 61, served as President and Chief Operating Officer from January 2024 through May 31, 2025, and joined Koppers in June 2013.
The new role is effective June 1, 2025, and he will lead the Transformation Office overseeing the Catalyst Initiative.
Business unit leadership will now also report to CEO and Chairman Leroy Ball.
Ball said the company aims to improve its margin and cash flow profile, but the filing gives no quantified targets.
AutoZone's board appointed Constantino Spas Montesinos, CEO of the Proximity Americas and Mobility Division of FEMSA, as a director on May 28, 2025, and placed him on the Audit and Nominating and Corporate Governance Committees. The filing describes a board appointment with no financial results or guidance included, so it does not directly change the company's reported performance.
Appointed to the board on May 28, 2025; with this addition, AutoZone has 11 board members.
Elected to the Audit and Nominating and Corporate Governance Committees.
Compensated under the company's standard non-employee director policy, as described in the 2024 proxy statement filed October 30, 2024.
As of May 10, 2025, AutoZone operated 7,516 stores: 6,537 in the U.S., 838 in Mexico and 141 in Brazil.
Cognizant said its SVP, Controller and Chief Accounting Officer, Robert Telesmanic, will retire effective July 1, 2025, and the Board approved Alina Kerdman, currently SVP, Assistant Global Controller, to succeed him in that role on the same date. Mr. Telesmanic will stay on as a non-executive officer and special advisor until December 31, 2025 to support an orderly transition, and Ms. Kerdman's offer letter sets annual target compensation of $1,200,000.
Robert Telesmanic notified the company on May 23, 2025 of his plans to retire; he will advise through December 31, 2025.
Alina Kerdman, age 44, joined Cognizant in 2010 and has been SVP, Assistant Global Controller since December 2023.
Target compensation of $1,200,000 includes a $400,000 base salary and a $200,000 annual cash incentive target.
Transition awards include RSUs with a $150,000 grant-date fair value and PSUs of approximately $50,411, both to be granted July 1, 2025.
Booz Allen Hamilton Holding Corp disclosed that board member Melody Barnes informed the board on May 27, 2025 that she will not stand for re-election and will retire from the board. Her departure takes effect at the company's annual stockholder meeting scheduled for July 23, 2025. The filing does not give a reason for the retirement or name a successor.
Melody Barnes informed the board on May 27, 2025 of her intention to retire.
Her retirement is effective at the annual meeting of stockholders to be held July 23, 2025.
The filing does not name a replacement director or state a reason for the departure.
Manoocher Mansouri notified OSI Systems on May 27, 2025 that he will retire as President of the Optoelectronics and Manufacturing division effective June 30, 2025, and will continue as Chief Technology Officer of that division. Paul Morben, President of the OSI Electronics business unit, becomes Opto President effective July 1, 2025. The filing describes a division-level leadership transition and reports no financial results.
Mansouri retires as Opto President effective June 30, 2025, and stays on as Chief Technology Officer of the Optoelectronics and Manufacturing division.
Paul Morben, President of OSI Electronics, becomes Opto President effective July 1, 2025.
Morben's biographical details are in the October 25, 2024 proxy statement (page 29), and the filing states he has no related-party interest requiring disclosure.
Trane Technologies said its Senior Vice President, General Counsel and Secretary, Evan M. Turtz, notified the company on May 28, 2025 of his decision to retire. He will stay through a transition period, and the company will announce his successor later.
Evan M. Turtz, SVP, General Counsel and Secretary, notified the company of his retirement on May 28, 2025
Retirement will take effect later in the year, after a transition period
A successor has not yet been named; the company will announce one once selected
Cboe Global Markets said Executive Vice President and Global President David Howson will leave the company, with his employment ending August 1, 2025. The filing says his resignation was not due to any disagreement with the company, and CEO Craig Donohue will also take the title of President after the transition, while Cathy Clay and Chris Isaacson expand their leadership roles.
David Howson's employment ends at the end of the day on August 1, 2025; he is returning to the UK after three years as Global President.
Under a Letter Agreement dated May 27, 2025, Howson keeps pro rata portions of certain time-based and performance-based restricted stock units that would vest in February 2026, with the rest forfeited.
Performance-based units retained by Howson will be paid out based on target performance through the end of each award's performance period.
Craig Donohue will assume the title of President after Howson's departure; Cathy Clay and Chris Isaacson take on expanded global roles.
Maplebear said CEO and President Fidji Simo will resign effective August 15, 2025, to pursue another opportunity, and she will remain Board Chair. Chris Rogers, the company's Chief Business Officer, was appointed CEO and President and a Class II director, effective the same date, with the Board expanding from eight to nine directors. Separately, the Board approved raising the share repurchase authorization to $1 billion from $750 million.
Simo's resignation takes effect August 15, 2025; the filing says it is not due to any disagreement with the company.
Rogers, 46, has been Chief Business Officer since September 2022; his base salary will be CAD $1,370,000 per year.
Rogers's promotion RSUs are targeted at about $15 million in grant value, subject to Board or Compensation Committee approval; Simo's unvested time-vesting awards are forfeited as of the effective date.
The Board raised the buyback authorization to $1 billion on May 22, 2025, with about $218 million of prior capacity remaining as of March 31, 2025.
Elanco Animal Health appointed Robert (Bob) VanHimbergen as Executive Vice President and Chief Financial Officer, effective July 7, 2025, succeeding Todd Young, who stays on as an advisor through August 31, 2025. The company also reconfirmed its second quarter and full year guidance issued on May 7, 2025.
VanHimbergen, age 49, is currently CFO of Hillenbrand, Inc. and previously spent about 15 years at Johnson Controls International plc.
Initial pay includes a $660,000 base salary, a target annual cash incentive of 75% of base salary, and target long-term incentive compensation of $2,645,000.
Make-whole awards include a $890,000 cash bonus subject to partial repayment if he leaves within three years, and restricted stock units with a grant fair value of $1,735,000.
Young's transition terms include continued pay for his advisory role and accelerated vesting of a pro-rata portion of his unvested awards.
Simply Good Foods appointed Christopher J. Bealer, currently Senior Vice President, Finance, as Chief Financial Officer effective July 3, 2025, succeeding the CFO transition previously announced. The company also amended its executive severance plan, changing the cash severance multiples payable after a qualifying termination tied to a change in control for its CEO and certain officers.
Christopher J. Bealer, age 48, appointed CFO effective July 3, 2025; he joined the company April 1, 2025 and reports to CEO Geoff E. Tanner
Initial annual base salary of $500,000; long term equity target of 150% of base salary and annual cash bonus target of 75% of base salary
Third Amended and Restated Executive Severance Plan adopted May 23, 2025; CEO severance multiple set at 3 times and CFO, Chief Legal Officer and Chief Human Resources Officer at 2 times, applicable only after a qualifying change-in-control
Vertiv said Chief Financial Officer David Fallon will retire once a successor is named and takes the role, expected in the second half of 2025, citing family reasons. Fallon will then consult for the company through December 31, 2026, and the company reaffirmed its second quarter and full year 2025 guidance, which the filing says assumes tariff rates existing as of April 22, 2025.
David Fallon, CFO since 2017, will retire once a successor assumes the role, anticipated in the second half of 2025
Fallon will serve as a consultant through December 31, 2026 under a Transition and Consulting Agreement dated May 28, 2025
Vertiv reaffirmed second quarter and full year 2025 guidance, as disclosed in its first quarter 2025 earnings release issued April 23, 2025
The filing says the equity and incentive changes are expected to have no significant net impact to adjusted operating profit
RH appointed Lisa Chi as President and Co-Chief Creative & Merchandising Officer, working alongside current President Eri Chaya, reporting to Chairman and CEO Gary Friedman. Chi is rejoining RH after serving as Chief Merchandising Officer at Arhaus, Inc. since July 2021, and her pay package includes a $1,000,000 base salary and equity awards.
Appointment approved by the Board on May 20, 2025; Chi will co-lead product development, merchandising, inventory planning, sourcing, manufacturing and marketing with Eri Chaya.
Chi's pay includes a $1,000,000 annual base salary, guaranteed raises of $100,000 per year over the next two years, and a 50% LIP target payout.
Equity grants include 20,000 restricted stock units and options to buy 50,000 shares of common stock.
RH also entered a compensation protection agreement giving Chi base salary and continued vesting of initial equity for 24 months after certain terminations.
Scholastic's board accepted the retirement of Andrew S. Hedden as Executive Vice President, General Counsel, and Secretary, effective May 31, 2025. Deputy General Counsel Chris Lick was appointed to succeed him effective June 1, 2025, and Hedden will remain with the company as Senior Counselor. The filing describes a planned leadership transition in the legal department and does not report any financial figures.
Andrew S. Hedden retires as Executive Vice President, General Counsel, and Secretary effective May 31, 2025; he joined Scholastic in 2008 and held the role since then
Chris Lick, Deputy General Counsel, becomes Executive Vice President, General Counsel and Secretary effective June 1, 2025
Board action on both changes was taken May 21, 2025; Hedden will continue as Senior Counselor
Pursuit Attractions and Hospitality, Inc. appointed Michael Bosco as Senior Vice President and Chief Accounting Officer, effective July 1, 2025, succeeding Leslie Striedel, who is stepping down effective June 30, 2025. At its May 22, 2025 annual meeting, shareholders elected all five director nominees, ratified Deloitte & Touche LLP as auditor for 2025, and approved executive compensation on an advisory basis.
Michael Bosco, 39, joins as SVP and Chief Accounting Officer; he starts employment June 16, 2025, with a $285,000 base salary and a 35% target bonus
Leslie Striedel steps down as Chief Accounting Officer effective June 30, 2025
Shareholders ratified Deloitte & Touche LLP for 2025: 26,685,799 for and 419,312 against
Shareholders approved executive compensation: 25,591,612 for and 528,948 against; 96.13% of outstanding shares were represented at the meeting
Allegion plc said General Counsel Jeffrey Braun will move to the role of Senior Vice President and Advisory Counsel effective June 16, 2025, following the Board's appointment of a successor on May 20, 2025. Mr. Braun is expected to hold the advisory role until his previously disclosed retirement on June 30, 2025. The filing is an administrative leadership transition and does not report financial results or a change in company outlook.
Jeffrey Braun moves from Senior Vice President and General Counsel to Senior Vice President and Advisory Counsel effective June 16, 2025
The Board appointed Mr. Braun's successor on May 20, 2025; the filing does not name the successor
Mr. Braun is expected to retire from the company on June 30, 2025, as previously disclosed
Keysight Technologies disclosed that Senior Vice President Soon Chai Gooi, who has led order fulfillment and digital operations since August 2014, will step down effective May 26, 2025, and retire by the end of October 2025, for personal reasons. Ingrid Estrada, currently Chief People and Administrative Officer, was appointed to succeed him as Senior Vice President, Chief Supply Chain and Operations, effective the same day.
Soon Chai Gooi steps down as SVP, Order Fulfillment and Digital Operations, effective May 26, 2025; retires by end of October 2025
Mr. Gooi is retiring for personal reasons, not because of any disagreement with the company
Ingrid Estrada appointed SVP, Chief Supply Chain and Operations, effective May 26, 2025, and leaves her current role as Chief People and Administrative Officer
Lennox International's board elected Tracy A. Embree as a Class III director, effective June 1, 2025, with a term ending at the 2028 annual meeting. At the May 22, 2025 annual meeting, stockholders re-elected two Class III directors, approved executive pay in an advisory vote, and ratified Ernst & Young LLP as auditor for 2025.
Embree's annual retainer is $105,000, plus equity compensation of approximately $155,000 in Company common stock.
Embree joins the Board Governance Committee and the Compensation and Human Resources Committee.
The advisory say-on-pay vote received approval from approximately 93% of stockholders voting for and against the item.
Ernst & Young LLP was ratified with 30,496,392 votes for and 504,656 against.
Marriott Vacations Worldwide appointed Christian A. Asmar, co-founder and Managing Partner of Impactive Capital, to its board of directors under a support agreement with the activist investor. The agreement includes standstill and voting commitments by Impactive, which owns approximately 9.5% of the outstanding shares, and the board will grow to 12 directors.
Christian A. Asmar appointed to the board effective May 27, 2025, and to the Compensation Policy Committee
Impactive Capital owns approximately 9.5% of outstanding shares; standstill runs until 30 days before the 2026 annual meeting advance notice deadline, subject to renomination
Impactive cannot acquire more than 12% of outstanding common stock and agreed to vote for board-nominated directors during the standstill period
Company plans two new ad hoc board committees, one on modernization aimed at revenue growth and cost efficiencies that Asmar will join
Littelfuse said Abhishek Khandelwal, previously CFO of IDEX Corporation, will become Executive Vice President and Chief Financial Officer effective June 18, 2025. Meenal Sethna, the current CFO, will step down from that role on the same date but will remain with the company to support the transition. The filing matters to shareholders because it installs a new principal financial officer and sets his pay and severance terms.
Khandelwal served as Senior Vice President and CFO of IDEX Corporation from November 2023 and was CFO of Multi-Color Corporation from January 2022 through November 2023.
Offer letter sets a $650,000 base salary, an 85% target bonus, and a $250,000 cash sign-on bonus.
Sign-on equity includes performance share units and restricted stock units, each with an approximate value of $1,000,000, based on the June 18, 2025 closing price.
Severance multiple of 1.5 under the Executive Severance Policy and change of control agreement, which runs through December 31, 2026.
Fabrinet said director Rollance Olson will retire from its board at the end of his current term and will not stand for re-election at the 2025 annual general meeting. The filing says his decision was not due to any disagreement with the company on its operations, policies or practices.
Rollance Olson notified the board of his decision on May 22, 2025.
He will leave the board at the end of his current term and will not stand for re-election at the 2025 annual general meeting.
The filing states no disagreement with the company on operations, policies or practices was behind the decision.
Mondelez International approved a severance plan for key executives on May 20, 2025, covering officers subject to Section 16 reporting rules and other designated employees. At its May 21, 2025 annual meeting, shareholders elected all 10 directors and rejected five shareholder proposals, so the company's board and proposed governance changes were unchanged by shareholder vote.
Severance Plan for Key Executives approved May 20, 2025 by the People and Compensation Committee; benefits include 12 months of base salary in cash, subject to a release of claims
At the May 21, 2025 annual meeting, 1,124,518,986 Class A shares (86.8% of outstanding) were represented
All 10 director nominees were elected to one-year terms ending at the 2026 annual meeting
Five shareholder proposals failed, including a flexible plastic packaging report (129,168,677 for, 857,201,525 against)
Chefs' Warehouse's board decided not to accept director Richard N. Peretz's conditional resignation, so he will remain on the board. Peretz received more votes against his re-election than for it at the 2024 annual meeting, which triggered the company's majority vote policy.
Peretz offered to tender his resignation on May 9, 2025, under the company's majority vote policy.
The Nominating and Governance Committee recommended on May 19, 2025 not to accept the resignation; the board agreed on May 22, 2025.
ISS recommended against Peretz's re-election over attendance below 75% of board and committee meetings; the board said the missed meetings were scheduled before he joined the board.
Peretz has served as a director since March 4, 2024, and did not take part in deliberations on his resignation.
Universal Corporation (UVV) appointed Fay Manolios as a new independent director, effective June 1, 2025, and increased the board to 10 members. Director Michael T. Lawton will retire after his current term and will not stand for re-election at the 2025 Annual Meeting of Shareholders on August 5, 2025. The changes affect board composition but the filing reports no financial results or guidance.
Fay Manolios joins the board effective June 1, 2025; she is expected to serve on the Audit, Nominating, Governance and Risk, and Compensation and Human Resources committees
Michael T. Lawton, a director since 2016, will not stand for re-election at the 2025 Annual Meeting on August 5, 2025
Ms. Manolios previously was Managing Vice President, Head of Total Rewards at Capital One from 2012 through early September 2022
Hyatt's board cut from thirteen to eleven members after director Michael Rocca did not stand for re-election and James Wooten retired, neither citing a disagreement with the company. At the May 21, 2025 annual meeting, shareholders re-elected four Class I directors, ratified Deloitte & Touche as auditor, and rejected a proposal to eliminate the multi-class share structure.
Board size reduced from 13 to 11 members; Wooten's retirement took effect May 22, 2025
Stockholder proposal to eliminate multi-class share structure received 28,162,808 FOR votes versus 540,861,841 AGAINST
Deloitte & Touche LLP ratified as independent auditor for fiscal 2025 with 572,702,051 FOR votes
Tracey T. Travis appointed to the Audit Committee effective May 22, 2025
Patrick Industries said former CFO Jake Petkovich rejoins the company as President – Marine, effective May 19, 2025, succeeding Rick Reyenger, who moves to a strategic advisory role. The filing discloses Petkovich's employment agreement, including a $500,000 base salary, a 2025 short-term incentive target of $900,000, and equity grants. The change affects leadership of the company's Marine businesses, and the compensation terms are disclosed for shareholders.
Effective May 19, 2025, Jake Petkovich becomes President – Marine, succeeding Rick Reyenger, who stays with the company in a strategic advisory role.
Employment agreement sets an annual base salary of $500,000 and a 2025 short-term incentive target of $900,000.
Equity grants include 10,257 restricted stock units, options on 42,180 shares at $92.72, and 42,180 stock appreciation rights at exercise prices from $92.72 to $158.05.
Petkovich was Patrick's Executive Vice President – Finance, CFO and Treasurer from 2020 to 2023, and CFO of Indicor, LLP from 2023 to the present.
EnerSys said David M. Shaffer retired as CEO and director effective May 22, 2025, and Shawn M. O'Connell became President and CEO and a Class III director effective May 23, 2025. The filing also raises O'Connell's base salary and expands his severance terms, which may matter to shareholders as the company's leadership changes.
Shawn M. O'Connell appointed President and CEO effective May 23, 2025, succeeding David M. Shaffer, who retired effective May 22, 2025.
O'Connell's annual base salary increased to $950,000 and his 2026 incentive payout percentage increased to 115% of base salary.
O'Connell's severance agreement was amended to a lump sum of two times his base compensation plus target annual bonus, with COBRA reimbursement extended to two years.
Andrea J. Funk, CFO, received restricted stock units with a fair market value of $1.5 million on May 23, 2025.
Charles River Laboratories amended CEO James Foster's employment agreement on May 20, 2025, extending his term by one year to February 12, 2027, with all other terms unchanged. At the same meeting, shareholders re-elected seven directors, approved executive pay on an advisory basis, ratified PricewaterhouseCoopers as auditor, and rejected a PETA-submitted proposal on non-human primates.
Foster employment term extended one year to February 12, 2027; other terms unchanged
Seven directors elected to serve until the 2026 Annual Meeting; Steven Barg, Mark Enyedy, Abraham Ceesay and Paul Graves appointed to the Board
Advisory vote on executive compensation: 40,218,870 for and 1,432,240 against
PETA proposal on non-human primates not approved: 3,457,547 for and 38,051,509 against
Synaptics granted Chief Financial Officer Ken Rizvi a retention award of 21,157 time-vested restricted stock units on May 22, 2025, after he served as interim CEO. The award vests in four equal quarterly installments and is tied to his continued employment, which helps the company keep its finance chief as it transitions to new CEO Rahul Patel.
Retention award of 21,157 restricted stock units granted to CFO Ken Rizvi on May 22, 2025
Units vest in four equal quarterly installments, subject to continued employment
Unvested units are forfeited on voluntary departure or termination for cause, and vest in full on certain covered terminations
Rahul Patel named successor CEO, with a start date no later than June 2, 2025
On May 22, 2025, Lyft director Ariel Cohen resigned from the board effective immediately, citing other professional responsibilities and not any disagreement with the company. The board also intends to reduce the number of authorized directors from ten to nine.
Ariel Cohen resigned from Lyft's board of directors effective immediately, notified May 22, 2025
Cohen said he is focusing his full attention on growing Navan; the filing states no disagreement with the company
The board intends to decrease authorized directors from ten to nine
Strategic Education, Inc. disclosed that director Jerry Johnson resigned from its Board of Directors, effective immediately, after informing the company on May 21, 2025. The company said the decision was to devote more time to other professional engagements and not due to any disagreement on operations, policies, or practices.
Jerry Johnson informed the company of his resignation on May 21, 2025.
Resignation is effective immediately.
Company states no disagreement with management on operations, policies, or practices.
Filing signed by CFO Daniel W. Jackson on May 23, 2025.
Expeditors International entered into employment agreements on May 21, 2025 with Kelly K. Blacker, Blake R. Bell and Bradley S. Powell, including its CFO. The agreements set a $100,000 annual base salary for each, severance terms for termination without cause, and six-month non-compete and 12-month non-solicitation provisions. The filing describes these as routine contract terms and does not report a change in any executive role.
Agreements signed May 21, 2025; Blacker's effective April 1, 2025, Bell's and Powell's effective May 20, 2025
Each executive receives an annual base salary of $100,000, subject to periodic board or compensation committee review
Bell and Powell each received a $5,000 payment for entering the new agreements
Agreements include a mandatory six-month non-compete and 12-month non-solicitation provision
Raymond James appointed Mark W. Begor, CEO of Equifax, as a director on May 21, 2025, increasing the board from 12 to 13 members. The same day, the board declared a $0.50 per share quarterly common dividend and a quarterly preferred dividend, and the filing reports no financial results. Begor's standard director pay includes restricted stock units with a prorated value of $150,000 that vest at the 2026 annual meeting.
Mark W. Begor, age 66, appointed director effective immediately, with seats on the Audit Committee and Risk Committee
Board size increased from 12 to 13 directors
Common dividend of $0.50 per share payable July 15, 2025 to shareholders of record on July 1, 2025
Series B preferred dividend of $0.3984375 per depositary share payable July 1, 2025 to shareholders of record on June 13, 2025
Western Union said its Chief Operations Officer, Andrew Walker, notified the company on May 16, 2025 that he intends to resign effective June 13, 2025. The company said he is leaving for personal reasons and that the departure is not related to its operations, policies, practices, or accounting matters.
Andrew Walker, Chief Operations Officer, intends to resign effective June 13, 2025
Notice to the company was given on May 16, 2025; the 8-K was filed May 22, 2025
Company states the resignation is for personal reasons with no disagreements, and is unrelated to operations or accounting
Materion appointed Melissa A. Fashinpaur as Chief Accounting Officer effective June 1, 2025, taking over the principal accounting officer role from CFO Shelly M. Chadwick. Fashinpaur has been with the company since August 2022, most recently as Vice President, Internal Audit, and will report to Chadwick.
Melissa A. Fashinpaur appointed Chief Accounting Officer on May 20, 2025, effective June 1, 2025
She reports to CFO Shelly M. Chadwick, who previously held the principal accounting officer role
Fashinpaur joined Materion in August 2022 as Vice President, Internal Audit; compliance leadership added in 2023
Previously a Principal in the Technology Risk practice at Ernst & Young LLP since 2016
Eagle Materials said director David B. Powers will not seek reelection at the 2025 annual meeting, when his term expires, under the company's director retirement policy. The company also approved its fiscal 2026 bonus programs, which tie officer pools to operating earnings and EBITDA. The filing describes no disagreement with the company and no financial results, so it is a governance and compensation update.
David B. Powers, a Class I director, will retire when his term expires at the 2025 annual meeting; he informed the company on May 16, 2025
Company said his decision does not arise from any disagreement on operations, policies or practices
Eagle Plan bonus pool is 1.2% of fiscal 2026 operating earnings; no funds if operating earnings fall below 50% of budget
Named executive bonus shares: Michael R. Haack 30.0%, D. Craig Kesler 14.0%, Matt Newby 9.0%
At its annual meeting on May 21, 2025, Zoetis shareholders elected twelve directors, including Dr. Mark Stetter, who joins the board effective that date. Robert Scully retired from the board effective May 21, 2025, under the company's director retirement policy. Shareholders also approved the advisory executive compensation vote, ratified KPMG LLP as auditor, and did not approve a shareholder proposal on a special shareholder meeting.
Robert Scully retired from the board effective May 21, 2025, under the company's director retirement policy.
Dr. Mark Stetter was elected to the board; he will serve on the Quality and Innovation Committee.
Non-binding say-on-pay vote passed with 334,181,202 votes for and 35,190,564 against.
Shareholder proposal on a special shareholder meeting failed with 50,420,440 votes for and 320,662,986 against.
Albany International Corp. said it named Sean Valashinas its Vice President, Controller and Principal Accounting Officer, effective June 9, 2025. He has an initial base salary of $335,000 per year, a target short-term incentive of 30% of base salary, and a one-time special equity grant valued at $180,000.
Effective date: June 9, 2025
Initial base salary of $335,000 per year; short-term incentive target of 30% of base salary, payout range 0% to 200%
One-time special restricted stock unit award with an aggregate value of $180,000
Previously Vice President, Accounting, Treasury, and Tax at Resonetics from February 2024; prior role at Standex International through 2024
Dutch Bros said its President of Operations, Sumitro Ghosh, will leave the company effective June 2, 2025, and the role will be eliminated. Ghosh is eligible for severance under the company's existing severance and change in control plan, as described in its March 31, 2025 proxy statement.
Sumitro Ghosh's service as President of Operations concludes effective June 2, 2025.
The company will eliminate the President of Operations role after his departure.
Ghosh is eligible for severance benefits under the Amended and Restated Severance and Change in Control Plan.
ManpowerGroup appointed Becky Frankiewicz as President & Chief Strategy Officer effective June 1, 2025, and named Ger Doyle Regional President, North America, in the same move. The filing discloses no financial results, and it does not state compensation terms for either appointment.
Becky Frankiewicz, 53, becomes President & Chief Strategy Officer effective June 1, 2025; she has been Regional President, North America and Chief Commercial Officer since June 2022
Frankiewicz will lead company strategy, including innovation, commercial strategy and AI across the global enterprise
Ger Doyle succeeds Frankiewicz as Regional President, North America, overseeing all brands across the U.S. and Canada, effective June 1
ITT Inc. elected former Veritiv CEO Mary Laschinger to its board, effective after the May 21, 2025 annual meeting, and increased the board to eleven directors. At the same meeting, shareholders elected the ten nominees and approved the 2024 compensation of the named executive officers on an advisory basis, so the filing mainly records board composition changes.
Mary Laschinger was elected to the board on May 20, 2025, effective after the May 21, 2025 annual meeting, and appointed to the Compensation and Human Capital Committee effective May 21, 2025.
The board increased its size to eleven directors.
Ten nominees were elected at the May 21, 2025 annual meeting, with shares represented about 95.46% of those entitled to vote.
Advisory say-on-pay vote: 66,960,362 shares for and 7,081,678 shares against.
Ball Corporation said Chief Financial Officer Howard Yu will leave his role effective June 30, 2025, under a mutual agreement, and that Daniel Rabbitt, a senior vice president, will serve as interim CFO until a permanent successor is named. The company reaffirmed its full-year comparable diluted earnings per share growth outlook of 11-14%, which is the main point for shareholders.
Howard Yu's departure as CFO is effective June 30, 2025, under a mutual agreement; he will receive severance consistent with the company's executive severance policy.
Daniel Rabbitt, senior vice president of corporate planning and development since 2016, is interim CFO until a permanent successor is named.
The company reaffirmed its full-year 2025 comparable diluted earnings per share growth outlook of 11-14%.
The company stated the departure is not related to any disagreement on accounting practices, financial statements, internal controls or operations.
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