Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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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) December 12, 2024

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FMC CORPORATION

(Exact name of registrant as specified in its charter)

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Delaware	1-2376		94-0479804
(State or other jurisdiction of incorporation or organization)	(Commission File Number)		(I.R.S. Employer Identification No.)

2929 Walnut Street	Philadelphia	Pennsylvania	19104
(Address of Principal Executive Offices)			(Zip Code)

Registrant’s telephone number, including area code: 215-299-6000

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Check the appropriate box below if the Form 8-K 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 Symbol

Name of each exchange on which registered

Common Stock, par value $0.10 per share

FMC

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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

The Board of Directors of FMC Corporation (“Company”) has elected Anthony DiSilvestro as a director of the Company effective December 12, 2024. Mr. DiSilvestro has been appointed to the Audit Committee and the Compensation and Human Capital Committee. Mr. DiSilvestro will be entitled to be compensated for his service as a director under our Compensation Policy for Non-Employee Directors, as previously described in our filings with the Securities and Exchange Commission. A copy of the press release announcing this event is attached as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

99.1 Press Release dated December 12, 2024

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 thereunto duly authorized.


			FMC CORPORATION (Registrant)

			By:			/S/ MICHAEL F. REILLY
						Michael F. Reilly Executive Vice President, General Counsel, Chief Compliance Officer and Secretary

Date: December 12, 2024

Exhibit 99.1

FMC Corporation

2929 Walnut Street

Philadelphia, PA 19104 USA

News Release

+1 (215) 299-6000

fmc.com

For Release: Immediate

Media Contact: Kaitlin O'Shaughnessy

+1 (215) 299-6405

Kaitlin.OShaughnessy@fmc.com

Investor Contact: Curt Brooks

+1 (215) 299-6137

Curt.Brooks@fmc.com

FMC Corporation announces election of Anthony DiSilvestro to Board of Directors

PHILADELPHIA, December 12, 2024 – FMC Corporation (NYSE: FMC), a leading global agricultural sciences company, today announced the election of Anthony DiSilvestro to the company's Board of Directors, effective December 12, 2024. DiSilvestro will serve on the Audit and Compensation and Human Capital Committees.

DiSilvestro brings more than 40 years of broad financial experience in multi-billion dollar companies to FMC's Board. He currently serves as the chief financial officer of Mattel Inc., where he has been instrumental in the successful financial turnaround of the company. Prior to Mattel, DiSilvestro held various senior leadership positions at Campbell Soup Company, including Senior Vice President and Chief Financial Officer, where he played a key role in the successful defense of an activist-led proxy contest and led significant cost reduction and divestiture programs.

“We are pleased to welcome Anthony to the FMC Board of Directors,” said Pierre Brondeau, FMC chairman and chief executive officer. “His extensive experience in leading large transformations, developing and executing corporate strategies, and collaborating with executive leadership teams will be invaluable to FMC. We look forward to benefiting from his expertise and insights.”

DiSilvestro expressed his enthusiasm for joining FMC's Board, stating, “I am honored to join the Board of Directors of FMC Corporation, a company with a strong commitment to innovation and sustainability. I look forward to working with the Board and management team to contribute to FMC's continued success and value creation for all stakeholders.”

Page 2/FMC Corporation board elects Anthony Disilvestro to Board of Directors

About FMC

FMC Corporation is a global agricultural sciences company dedicated to helping growers produce food, feed, fiber and fuel for an expanding world population while adapting to a changing environment. FMC’s innovative crop protection solutions – including biologicals, crop nutrition, digital and precision agriculture – enable growers and crop advisers to address their toughest challenges economically while protecting the environment. With approximately 5,800 employees at more than 100 sites worldwide, FMC is committed to discovering new herbicide, insecticide and fungicide active ingredients, product formulations and pioneering technologies that are consistently better for the planet. Visit fmc.com to learn more and follow us on LinkedIn®.

Cover Page	Dec. 12, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Dec. 12, 2024
Entity Registrant Name	FMC CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	1-2376
Entity Tax Identification Number	94-0479804
Entity Address, Address Line One	2929 Walnut Street
Entity Address, City or Town	Philadelphia
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	19104
City Area Code	215
Local Phone Number	299-6000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.10 per share
Trading Symbol	FMC
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000037785
Amendment Flag	false