8-K

As Filed with the Securities and Exchange Commission on March 28, 2016

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): March 28, 2016 (March 25, 2016)

MONSANTO COMPANY

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-16167	43-1878297
(State of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

800 North Lindbergh Boulevard

St. Louis, Missouri 63167

(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code: (314) 694-1000

Not Applicable

(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 obligations under any of the following provisions (see General Instruction A.2. below):

[ ] 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))

8Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 25, 2016, Monsanto Company’s (the “Company”) Board of Directors (the “Board”) elected Dwight M. Barns to the Board and appointed Mr. Barns to its Science and Technology Committee and its Sustainability and Corporate Responsibility Committee. Mr. Barns is the chief executive officer of Nielsen Holdings plc, where he also serves as a director. Mr. Barns will stand for election at the Company’s 2017 annual meeting of shareowners.

In addition, the Board determined that Mr. Barns is independent under the listing standards of the New York Stock Exchange and the Board’s charter and corporate governance guidelines.

Mr. Barns will be entitled to receive the same compensation for service as a director as is provided to other directors of the Company under the Non-Employee Director Equity Incentive Compensation Plan (the “Plan”). The Plan was described in more detail in the Proxy Statement for our 2016 annual meeting. Under the Plan, Mr. Barns will receive an annual retainer, which for fiscal 2016 is $245,000. For fiscal 2016, Mr. Barns’ annual retainer was pro-rated to reflect his service on the Board from his election date to the end of the fiscal year. Half of the aggregate retainer is payable in deferred common stock, and the remainder is payable, at the election of each director, in the form of restricted common stock, deferred common stock, current cash and/or deferred cash. Pursuant to the Plan, Mr. Barns was also provided a grant of restricted stock upon commencement of service as a member of the Board equal to the full annual base retainer divided by the closing price of a share of the Company’s common stock on the commencement date, which amounted to 2,719 shares of restricted stock.

A press release announcing the election of Mr. Barns as a director, as described above, is attached as Exhibit 99.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits

The following documents are filed as exhibits to this report:

Exhibit 99Press Release dated March 28, 2016

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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.

Dated: March 28, 2016

MONSANTO COMPANY
By:	/s/ Michelle Bushore
Name:	Michelle Bushore
Title:	Assistant Secretary

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EXHIBIT INDEX

Exhibit No.	Description of Exhibit
99	Press Release dated March 28, 2016

EX-99

Exhibit 99

Release	March 28, 2016	Monsanto Company 800 North Lindbergh Blvd St. Louis, Missouri 63167
Contact	Sara Miller (314) 694-5824

MONSANTO COMPANY ADDS MITCH BARNS TO BOARD OF DIRECTORS

ST. LOUIS (March 28, 2016) - Monsanto Company (NYSE: MON) announced today the appointment of Mitch Barns to the company’s board of directors. Barns is chief executive officer of Nielsen Holdings plc, a global data and measurement company, and has served in that role since January 2014. Since joining Nielsen in 1997, Barns has lived and worked on three continents and has held leadership roles across all major parts of Nielsen’s business. He served as Nielsen’s president of global client service from 2013 to 2014 and was president of Nielsen’s U.S. media business from 2011 to 2013. He also served as president of Nielsen’s Greater China business from 2008 to 2011.

He began his career at Procter & Gamble where he spent 12 years in marketing research and brand management.

“On behalf of Monsanto, I am pleased to welcome Mitch Barns as an independent director to our board,” said Hugh Grant, Monsanto’s chairman of the board and chief executive officer. “His experience with one of the world’s leading data analytics companies will enable him to bring valuable perspective to our board on matters related to operating in a complex and global environment, including how we continue to effectively leverage data and insights to deliver a broad range of integrated solutions to help meet the needs of our customers.”

Barns’ appointment is effective immediately, and he will stand for election to the board at the 2017 annual meeting of shareowners. He will serve on the science and technology committee and the sustainability and corporate responsibility committee.

Barns holds a bachelor of science degree in business administration from Miami University and completed the Stanford Executive Program at the Stanford Graduate School of Business.

The addition of Barns to Monsanto’s board brings the number of directors to 14, with 13 independent directors. Additional information on Monsanto’s board of directors can be accessed at http://www.monsanto.com/whoweare/Pages/board-of-directors.aspx. For more information on Monsanto’s board committees, visit http://www.monsanto.com/whoweare/Pages/corporate-governance.aspx.

About Monsanto

Monsanto is committed to bringing a broad range of solutions to help nourish our growing world. We produce seeds for fruits, vegetables and key crops - such as corn, soybeans, and cotton - that help farmers have better harvests while using water and other important resources more efficiently. We work to find sustainable solutions for soil health, help farmers use data to improve farming practices and conserve natural resources, and provide crop protection products to minimize damage from pests and disease. Through programs and partnerships, we collaborate with farmers, researchers, nonprofit organizations, universities and others to help tackle some of the world’s biggest challenges. To learn more about Monsanto, our commitments and our more than 20,000 dedicated employees, please visit: discover.monsanto.com and monsanto.com. Follow our business on Twitter® at twitter.com/MonsantoCo, on the company blog, Beyond the Rows® at monsantoblog.com or subscribe to our News Release RSS Feed.