Current Report Filing (8-k)
March 16 2021 - 9:30AM
Edgar (US Regulatory)
0000823768
false
0000823768
2021-03-15
2021-03-15
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): March 15, 2021
Waste Management, Inc.
(Exact Name of Registrant as Specified
in Charter)
Delaware
|
|
1-12154
|
|
73-1309529
|
(State or Other Jurisdiction
of Incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer
Identification No.)
|
800
Capitol Street, Suite 3000,
Houston, Texas
|
|
77002
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
Registrant’s Telephone number, including
area code: (713) 512-6200
(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 Symbol(s)
|
|
Name of each exchange on which registered
|
Common Stock, $0.01 par value
|
|
WM
|
|
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 March 15, 2021,
the Board of Directors (the “Board”) of Waste Management, Inc. (the “Company”) increased its size to ten
members and elected Mr. Sean E. Menke and Ms. Maryrose T. Sylvester as members of the Board, with terms expiring at the 2021 annual
meeting of stockholders (the “2021 Annual Meeting”). Additionally, Mr. Menke was appointed to the Audit Committee of
the Board, and Ms. Sylvester was appointed to the Management Development & Compensation Committee of the Board.
Mr. Menke, age 52,
has served as President and Chief Executive Officer, and a member of the Board of Directors, of Sabre Corporation, since December
2016. Ms. Sylvester, age 55, most recently served as U.S. Managing Director and U.S. Head of Electrification of ABB Ltd., and she
currently serves on the Board of Directors of Harley-Davidson, Inc.
Mr. Menke and Ms. Sylvester
will receive compensation for their service as non-employee directors of the Company as described in the Company’s Proxy
Statement. Mr. Menke and Ms. Sylvester will receive pro-rated compensation for the current director compensation period, consisting
of (i) a stock award under the Company’s 2014 Stock Incentive Plan for the number of shares of Common Stock of the Company
equal in fair market value to $55,000, rounded to the nearest full share, on the grant date of March 19, 2021 and (ii) a cash payment
of $38,333.
Mr. Menke and Ms. Sylvester
will both stand for re-election at the 2021 Annual Meeting. Director Frank M. Clark, Jr. has reached the retirement age set
forth in the Company’s Corporate Governance Guidelines; therefore, he will not stand for re-election and his term as a director
of the Company will expire at the 2021 Annual Meeting. The Board intends to reduce its size to nine members effective as of the
expiration of Mr. Clark’s term.
A copy of the news
release relating to this disclosure is furnished herewith as Exhibit 99.1.
Item 9.01. Financial Statements
and Exhibits.
(d) Exhibits
Exhibit Index
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.
|
WASTE MANAGEMENT, INC.
|
|
Date: March 16, 2021
|
By:
|
/s/ Charles C. Boettcher
|
|
|
Charles C. Boettcher
|
|
|
Executive Vice President, Corporate Development
|
|
|
and Chief Legal Officer
|
Waste Management (NYSE:WM)
Historical Stock Chart
From Mar 2024 to Apr 2024
Waste Management (NYSE:WM)
Historical Stock Chart
From Apr 2023 to Apr 2024