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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification Number)
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(Address of Principal Executive Offices)
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(Zip Code)
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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))
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Securities registered pursuant to Section 12(b) of the Act: |
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Item 1.01. |
Entry Into a Material Definitive Agreement.
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• |
Separation and Distribution Agreement;
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Transition Services Agreement;
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Tax Matters Agreement;
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Employee Matters Agreement; and
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Intellectual Property Agreement.
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Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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Judith F. Marks
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President and Chief Executive Officer
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Rahul Ghai
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Vice President and Chief Financial Officer
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Michael P. Ryan
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Vice President and Chief Accounting Officer (Controller)
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Each of Jeffrey H. Black, Kathy Hopinkah Hannan, Shailesh G. Jejurikar and Shelley Stewart, Jr. were appointed to serve as members of the Audit Committee of the Board and effective as of the Effective Time, Jeffrey H. Black was
appointed Chair of the Audit Committee;
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Each of John H. Walker, Shailesh G. Jejurikar, Harold W. McGraw III and Margaret M. Preston were appointed to serve as members of the Compensation Committee of the Board and John H. Walker was appointed Chair of the Compensation
Committee;
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Each of Margaret M. Preston, Kathy Hopinkah Hannan, Harold W. McGraw III and Shelley Stewart, Jr. were appointed to serve as members of the Nominations & Governance Committee of the Board and Margaret M. Preston was appointed
Chair of the Nominations & Governance Committee; and
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Christopher J. Kearney was appointed Executive Chairman of the Board.
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Otis Worldwide Corporation 2020 Long-Term Incentive Plan;
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Otis Worldwide Corporation Change in Control Severance Plan;
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Otis Worldwide Corporation Executive Annual Bonus Plan;
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Otis Worldwide Corporation Pension Preservation Plan;
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Otis Worldwide Corporation Retirement Plan for Third Country National Employees; and
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French Sub-Plan for Restricted Stock Units Granted Under the Otis Worldwide Corporation 2020 Long-Term Incentive Plan.
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Item 5.03 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
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Item 5.05 |
Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics.
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Item 7.01 |
Regulation FD Disclosure.
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Item 9.01 |
Financial Statements and Exhibits.
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(d)
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Exhibits
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Exhibit No.
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Exhibit
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Separation and Distribution Agreement, dated as of April 2, 2020, by and among United Technologies Corporation, Otis Worldwide Corporation and Carrier Global Corporation
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Amendment to Certificate of Incorporation of Otis Worldwide Corporation
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Amended and Restated Certificate of Incorporation of Otis Worldwide Corporation
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Exhibit No.
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Exhibit
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Amended and Restated Bylaws of Otis Worldwide Corporation
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Transition Services Agreement, dated as of April 2, 2020, by and among United Technologies Corporation, Otis Worldwide Corporation and Carrier Global Corporation
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Tax Matters Agreement, dated as of April 2, 2020, by and among United Technologies Corporation, Otis Worldwide Corporation and Carrier Global Corporation
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Employee Matters Agreement, dated as of April 2, 2020, by and among United Technologies Corporation, Otis Worldwide Corporation and Carrier Global Corporation
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Intellectual Property Agreement, dated as of April 2, 2020, by and among United Technologies Corporation, Otis Worldwide Corporation and Carrier Global Corporation
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Otis Worldwide Corporation 2020 Long-Term Incentive Plan
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Otis Worldwide Corporation Change in Control Severance Plan
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Otis Worldwide Corporation Executive Annual Bonus Plan
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Otis Worldwide Corporation Pension Preservation Plan
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Otis Worldwide Corporation Retirement Plan for Third Country National Employees
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Otis Worldwide Corporation Board of Directors Deferred Stock Unit Plan
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French Sub-Plan for Restricted Stock Units Granted Under the Otis Worldwide Corporation 2020 Long-Term Incentive Plan
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Press Release of Otis Worldwide Corporation, issued April 3, 2020
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104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. |
OTIS WORLDWIDE CORPORATION
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By:
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/s/ Nora E. LaFreniere
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Name:
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Nora E. LaFreniere
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Title:
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Vice President, General Counsel & Secretary
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