UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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. |
On December 6, 2021, the Board of Directors of The Goodyear Tire & Rubber Company (the “Company”) approved amendments to the Company’s Supplementary Pension Plan (the “Supplementary Plan”) that closes the Supplementary Plan to new participants effective as of December 31, 2021. The Supplementary Plan will otherwise continue in full force and effect with respect to all current participants, including the Company’s current executive officers. The Company does not expect to add any new participants to the Supplementary Plan before December 31, 2021.
On December 6, 2021, the Board of Directors of the Company also approved amendments to the Company’s Defined Contribution Excess Benefit Plan (the “DC Excess Benefit Plan”) to permit the award and deferral of performance-based contributions to individuals selected by the Compensation Committee of the Board of Directors who are not participants in the Supplementary Plan. The performance-based contributions will be notionally credited to a participant’s account based on the degree of attainment of Company-wide performance objectives under the Company’s Executive Annual Incentive Plan (“EAIP”) for the relevant performance period as follows:
| (1) | Minimum Performance: 0% of annual base salary and EAIP bonus; |
| (2) | Threshold Performance: 7% of annual base salary and EAIP bonus; |
| (3) | Target Performance: 14% of annual base salary and EAIP bonus; and |
| (4) | Maximum Performance: 28% of annual base salary and EAIP bonus. |
A participant’s aggregate performance-based contributions will vest 50% after five years of participation in the performance-based benefits feature of the DC Excess Benefit Plan, 75% after seven years of participation and 100% after ten years of participation. In addition, a participant’s aggregate performance-based contributions will fully vest at age 62 or upon death or separation from service due to disability, regardless of years of participation. Subject to applicable law and the related provisions of the DC Excess Benefit Plan, a participant’s vested aggregate performance-based contributions will be paid as a lump sum within 90 days of their death or separation from service.
The amendments to the DC Excess Benefit Plan will be effective on January 1, 2022. None of the Company’s current executive officers will be participants in the DC Excess Benefit Plan since they are participants in the Supplementary Plan. The Company expects that future executive officers will be selected by the Compensation Committee to be participants in the DC Excess Benefit Plan.
The foregoing descriptions of the Supplementary Plan and the DC Excess Benefit Plan are qualified in their entirety by reference to the provisions of such plans, which are attached as Exhibit 10.1 and 10.2, respectively, to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
| 10.1 | Goodyear Supplementary Pension Plan | |
| 10.2 | The Goodyear Tire & Rubber Company Defined Contribution Excess Benefit Plan | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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.
| Date: December 10, 2021 | THE GOODYEAR TIRE & RUBBER COMPANY | |||||
| By: | /s/ Daniel T. Young | |||||
| Daniel T. Young | ||||||
| Secretary | ||||||