Current Report Filing (8-k)
February 21 2019 - 4:32PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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)
February
21, 2019
COLGATE-PALMOLIVE
COMPANY
(Exact
name of registrant as specified in its charter)
Delaware
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1-644
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13-1815595
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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300 Park Avenue, New York, NY
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10022
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code
(212) 310-2000
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 (
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))
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR
§240.12b-2).
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Emerging growth company ☐
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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.
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Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
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On February 21, 2019, the Board of Directors (the “Board”) of
Colgate-Palmolive Company (“Colgate”) elected Lisa M. Edwards, Executive
Vice President, Strategic Business Operations, Customer and Partner
Engagement of Salesforce.com, Inc. (“Salesforce”), to the Board of
Directors effective March 1, 2019. Ms. Edwards, 51, will bring
extensive leadership experience and expertise in information technology,
e-commerce and digital transformation to Colgate’s Board. Ms. Edwards
joined Salesforce in 2012 as Executive Vice President, Finance, Head of
Global Corporate Services and Chief Procurement Officer, and has served
in her current role since 2017. Ms. Edwards previously served in
several senior management roles at Visa Inc., including as Senior Vice
President and Head of Global Business Development and IP
Strategy. Prior to that she was an entrepreneur after starting her
career at Bain & Company. Ms. Edwards will receive compensation in
accordance with Colgate’s director compensation program for non-employee
directors.
During 2018, in the ordinary course of business Colgate purchased
software licenses from Salesforce on arm’s length terms, totaling
approximately $730,000. In accordance with Colgate’s Related Person
Transaction Policy, these transactions were referred to and approved by
the independent directors of the Board.
On February 21, 2019, Ellen M. Hancock, 75, advised the Board that she
will not stand for reelection to the Board at the Annual Meeting of
Stockholders to be held on May 10, 2019, in light of her desire to
retire as a director at the end of her current term.
Additionally, Dennis J. Hickey, 70, Vice Chairman of Colgate, has
advised Colgate of his decision to retire, effective February 28, 2019,
after nearly 42 years of distinguished service with Colgate.
Item 9.01.
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Financial Statements and Exhibits.
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(d)
Exhibits
. The
following exhibit is filed with this document:
Exhibit Number
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Description
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99
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Press release, dated February 21, 2019, issued by
Colgate-Palmolive Company
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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.
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COLGATE-PALMOLIVE COMPANY
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Date: February 21, 2019
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By:
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/s/ Jennifer M. Daniels
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Name:
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Jennifer M. Daniels
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Title:
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Chief Legal Officer and Secretary
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