8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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):

May 2, 2022

McCormick & Company, Inc.

(Exact name of registrant as specified in its charter)

Maryland	001-14920	52-0408290
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)
24 Schilling Road	Suite 1
Hunt Valley	MD	21031
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code:

410 771-7301

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 (see General Instruction A.2. below):

☐ 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	MKC.V	New York Stock Exchange
Common Stock Non-Voting	MKC	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 Officer; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 2, 2022, McCormick & Company, Incorporated ("McCormick") announced the appointment of Brendan M. Foley as President and Chief Operating Officer of McCormick effective June 1, 2022. Lawrence E. Kurzius will remain McCormick's Chairman and Chief Executive Officer.

Mr. Foley, age 56, joined McCormick in 2014 and has held roles of increasing responsibility since that time, including: President - Global Consumer, Americas and Asia (February 1, 2020 to present), President - Global Consumer and Americas (June 19, 2017 to February 1, 2020), President - Global Consumer and North America (June 1, 2016 to June 19, 2017), President - North America (June 1, 2015 to June 1, 2016), and President - U.S. Consumer Products Division (June 2, 2014 to June 1, 2015).

Effective June 1, 2022, Mr. Foley will receive an annual base salary of $900,000 in connection with his new position. Mr. Foley will participate in McCormick's annual cash management incentive bonus program with a target award level equal to 120% of his annual base salary and a maximum award level equal to 240% of his annual base salary. Mr. Foley has not been granted any additional equity or other compensation awards in connection with the new position at this time, however, Mr. Foley will continue to participate in McCormick's long-term equity incentive compensation program at a level anticipated to be commensurate with his new position. Mr. Foley will also continue to participate in the other components of McCormick's executive compensation program, including various retirement and savings plans, health and welfare programs, and other benefits, which are described in McCormick's 2022 Proxy Statement.

There are no related party transactions involving Mr. Foley that are reportable under Item 404(a) of Regulation S-K.

A copy of McCormick's Press release entitled "Brendan Foley Named Chief Operating Officer and President for McCormick" is attached hereto as Exhibit 99.1.

Item 9.01: Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number	Description
99.1	Copy of the press release labeled " Brendan Foley Named Chief Operating Officer and President for McCormick"
104	Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

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.

	McCORMICK & COMPANY, INCORPORATED
Date: May 2, 2022	By:	/s/    Jeffery D. Schwartz
		Jeffery D. Schwartz
		Vice President, General Counsel & Secretary

EX-99.1

FOR IMMEDIATE RELEASE Brendan Foley Named Chief Operating Officer and President for McCormick HUNT VALLEY, Md., May 2, 2022 – McCormick & Company, Incorporated (NYSE: MKC), a global leader in flavor, announced the appointment of Brendan Foley to the role of Chief Operating Officer and President, effective June 1, 2022. Brendan will continue to report to Lawrence Kurzius, Chairman and Chief Executive Officer. In this newly created role, Mr. Foley will have responsibility for all of McCormick’s business units and its supply chain worldwide. Mr. Foley has been a key leader for McCormick since 2014 when he joined the Company as President of the U.S. Consumer Products Division. He was appointed President North America and added the responsibilities of President Global Consumer in 2016 when he also became a member of McCormick’s Management Committee. Mr. Foley is currently President Global Consumer, Americas, and Asia. He will also add responsibility for the Europe, Middle East, and Africa region. Throughout his tenure, Brendan has been instrumental in leading McCormick’s overall growth. Prior to joining McCormick, Mr. Foley was with HJ Heinz, now Kraft Heinz, for nearly 15 years where he rose from Brand Manager to Zone President of North America. He also worked for General Mills and Ketchum Advertising prior to joining HJ Heinz. Mr. Foley holds a Bachelor of Science in Business from the School of Business Administration at Miami University of Ohio. In addition to driving commercial success, he has been a champion of McCormick’s Multiple Management Board leadership develop program as well as the Company’s global initiatives in Digital Acceleration, Sustainability, and Diversity, Equity, and Inclusion. About McCormick McCormick & Company, Incorporated is a global leader in flavor. As a Fortune 500 company with over $6 billion in annual sales across 170 countries and territories, we manufacture, market and distribute spices, seasoning mixes, condiments and other flavorful products to the entire food industry including e-commerce channels, grocery, food manufacturers and foodservice businesses. Our most popular brands with trademark registrations include McCormick, French’s, Frank’s RedHot, Stubb’s, OLD BAY, Lawry’s, Zatarain’s, Ducros, Vahiné, Cholula, Schwartz, Kamis, DaQiao, Club House, Aeroplane and Gourmet Garden. Every day, no matter where or what you eat or drink, you can enjoy food flavored by McCormick. Founded in 1889 and headquartered in Hunt Valley, Maryland USA, McCormick is guided by our principles and committed to our Purpose – To Stand Together for the Future of Flavor. McCormick envisions A World United by Flavor where healthy, sustainable and delicious go hand in hand. To learn more, visit www.mccormickcorporation.com or follow McCormick & Company on Twitter, Instagram and LinkedIn. # # # For information contact: Corporate Communications: Lori Robinson at lori_robinson@mccormick.com

XML

Cover Document	May 02, 2022	Mar. 30, 2022
Document Information [Line Items]
Document Type	8-K
Document Period End Date	May 02, 2022
Entity Registrant Name	McCormick & Company, Inc.
Entity Incorporation, State or Country Code	MD
Entity File Number	001-14920
Entity Tax Identification Number	52-0408290
Entity Address, Address Line One	24 Schilling Road
Entity Address, Address Line Two	Suite 1
Entity Address, City or Town	Hunt Valley
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	21031
City Area Code	410
Local Phone Number	771-7301
Written Communications		false
Soliciting Material		false
Pre-commencement Tender Offer		false
Pre-commencement Issuer Tender Offer		false
Entity Emerging Growth Company		false
Amendment Flag	false
Entity Central Index Key	0000063754
Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common Stock
Trading Symbol	MKC.V
Security Exchange Name	NYSE
Nonvoting Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common Stock Non-Voting
Trading Symbol	MKC
Security Exchange Name	NYSE