EMERSON ELECTRIC CO NYSE NYSEArca false 0000032604 0000032604 2021-01-27 2021-01-27 0000032604 emr:CommonStockof0.50parvaluepershareMember 2021-01-27 2021-01-27 0000032604 emr:NaMember 2021-01-27 2021-01-27 0000032604 emr:A0.375Notesdue2024Member 2021-01-27 2021-01-27 0000032604 emr:A1.250Notesdue2025Member 2021-01-27 2021-01-27 0000032604 emr:A2.000Notesdue2029Member 2021-01-27 2021-01-27

 

 

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): January 27, 2021

 

 

Emerson Electric Co.

(Exact name of registrant as specified in its charter)

 

 

 

Missouri   1-278   43-0259330

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

8000 West Florissant Avenue, St. Louis, Missouri 63136

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (314) 553-2000

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 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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbols

 

Name of each exchange

on which registered

Common Stock, $0.50 par value per share   EMR   New York Stock Exchange
N/A   N/A   NYSE Chicago
0.375% Notes due 2024   EMR 24   New York Stock Exchange
1.250% Notes due 2025   EMR 25A   New York Stock Exchange
2.000% Notes due 2029   EMR 29   New York Stock Exchange

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.  ☐

 

 

 


Item 5.02.

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

On January 27, 2021, David N. Farr indicated that he would retire as Chief Executive Officer of Emerson Electric Co. (the “Company”), effective February 5, 2021. In addition, the Company requested that Mr. Farr, and Mr. Farr has agreed to, continue as a Director and as non-executive Chairman of the Board through May 4, 2021.

Also on January 27, 2021, the Company appointed Surendralal (Lal) L. Karsanbhai as the next Chief Executive Officer of the Company and has elected him as a Director, both effective as of February 5, 2021.

Mr. Karsanbhai, 51, has been Executive President of Automation Solutions since October 2018. Previously, Mr. Karsanbhai was Group President - Measurement & Analytical from 2016 through September 2018, and President Emerson Network Power Europe, Middle East and Africa from 2014 through 2016. Mr. Karsanbhai was appointed to serve as a member of the Executive Committee of the Board. Mr. Karsanbhai’s replacement at Automation Solutions will be named later.

 

Item 7.01.

Regulation FD Disclosures.

The following information is furnished pursuant to Regulation FD.

On February 1, 2021, the Company issued a press release announcing Mr. Farr’s retirement and Mr. Karsanbhai’s appointment. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Forward-Looking and Cautionary Statements

Statements in this Current Report on Form 8-K and furnished in Exhibit 99.1 that are not strictly historical may be “forward-looking” statements, which involve risks and uncertainties, and Emerson undertakes no obligation to update any such statements to reflect later developments. These risks and uncertainties include the scope, duration and ultimate impact of the COVID-19 pandemic as well as economic and currency conditions, market demand, including related to the pandemic and oil and gas price declines and volatility, pricing, protection of intellectual property, cybersecurity, tariffs, competitive and technological factors, among others, as set forth in the Company’s most recent Annual Report on Form 10-K and subsequent reports filed with the SEC.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
Number

  

Description of Exhibits

99.1    Press Release dated February 1, 2021.
104    Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.


SIGNATURE

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.

 

Date: February 1, 2021     EMERSON ELECTRIC CO.
    By:  

/s/ John A. Sperino

      John A. Sperino
      Vice President and Assistant Secretary