UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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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)) |
Securities registered pursuant to Section 12(b) of the Act:
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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.
Extension of Chief Financial Officer Employment
On March 31, 2022, the Board of Directors (the “Board”) of Armstrong World Industries, Inc. (the “Company”) approved an extension of the retirement date for Brian MacNeal, Senior Vice President and Chief Financial Officer, in order to ensure a smooth transition to a successor. Mr. MacNeal’s new retirement date will be September 1, 2022, or another date as may be mutually agreed to by Mr. MacNeal and the Company’s Chief Executive Officer (“Extended Retirement Date”). Mr. MacNeal’s original retirement date of May 1, 2022 was previously disclosed on August 31, 2021. The Company is continuing its comprehensive search for a successor to Mr. MacNeal with the assistance of an independent search firm. In consideration for remaining in his current position with the Company through the Extended Retirement Date, Mr. MacNeal will be eligible to receive a special incentive cash bonus with a target value of $288,713, payable in the first quarter of 2023.
Talent Engagement Program
On March 31, 2022, the Management Development & Compensation Committee of the Board approved awards to certain executives and employees under the Company’s 2016 Long-Term Incentive Program to sustain talent engagement in the current labor market, maintain leadership focus on key growth investments and initiatives, and recognize strong performance despite the challenges of the COVID-19 pandemic, in the form of restricted stock unit grants that would fully vest and be issued if the recipient is still actively employed and in good standing on March 31, 2023. The recipients included Ellen R. Romano, Senior Vice President, Human Resources, who received an award of 2,501 restricted stock units.
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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/ Austin So |
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Austin So |
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Senior Vice President, General Counsel, Secretary and Chief Compliance Officer |
Date: April 4, 2022
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Document And Entity Information |
Mar. 31, 2022 |
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| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Mar. 31, 2022 |
| Entity Registrant Name | ARMSTRONG WORLD INDUSTRIES, INC. |
| Entity Central Index Key | 0000007431 |
| Entity Emerging Growth Company | false |
| Entity File Number | 1-2116 |
| Entity Tax Identification Number | 23-0366390 |
| Entity Address, Address Line One | 2500 Columbia Avenue P.O. Box 3001 |
| Entity Address, City or Town | Lancaster |
| Entity Address, State or Province | PA |
| Entity Address, Postal Zip Code | 17603 |
| City Area Code | 717 |
| Local Phone Number | 397-0611 |
| Entity Incorporation, State or Country Code | PA |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, $0.01 par value per share |
| Trading Symbol | AWI |
| Security Exchange Name | NYSE |