UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
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 6, 2021 (
(Exact Name of Registrant as Specified in Charter)
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of Principal Executive Offices) (Zip Code)
(Registrant’s telephone number, including area code)
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 |
Name of each exchange on which registered | ||
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. ☐
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 1, 2021, Lawrence D. Kingsley provided notice to the Board of Directors (the “Board”) of Rockwell Automation, Inc. (the “Company”) of his decision to resign from the Board effective December 1, 2021. His decision to resign was due to his other public company board and business commitments and was not as a result of any disagreement with the Company or its management.
On December 3, 2021, the Board took the following actions in connection with Mr. Kingsley’s resignation: (i) the Board reduced the number of directors of the Company from eleven to ten in accordance with the Company’s Restated Certificate of Incorporation and By-laws, (ii) the Board appointed Thomas W. Rosamilia, who currently serves as a member of the Technology Committee of the Board, as the Chair of that Committee to fill the position given Mr. Kingsley’s departure from that position, and (iii) the Board appointed James P. Keane as a member of the Board Composition and Corporate Governance Committee given Mr. Kingsley’s departure from that Committee. In connection with Mr. Keane’s appointment as a member of the Board Composition and Corporate Governance Committee, he will no longer serve as a member of the Compensation and Talent Management Committee.
(Page 2 of 3 Pages)
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.
| ROCKWELL AUTOMATION, INC. | ||
| (Registrant) | ||
| By: | /s/ Rebecca W. House | |
| Rebecca W. House | ||
| Senior Vice President, Chief People and Legal Officer and Secretary | ||
Date: December 6, 2021
(Page 3 of 3 Pages)
Document and Entity Information |
Dec. 01, 2021 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | ROCKWELL AUTOMATION, INC |
| Amendment Flag | false |
| Entity Central Index Key | 0001024478 |
| Document Type | 8-K |
| Document Period End Date | Dec. 01, 2021 |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 1-12383 |
| Entity Tax Identification Number | 25-1797617 |
| Entity Address, Address Line One | 1201 South Second Street |
| Entity Address, City or Town | Milwaukee |
| Entity Address, State or Province | WI |
| Entity Address, Postal Zip Code | 53204 |
| City Area Code | (414) |
| Local Phone Number | 382-2000 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock ($1.00 par value) |
| Trading Symbol | ROK |
| Security Exchange Name | NYSE |
| Entity Emerging Growth Company | false |