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): April 15, 2020

MOHAWK INDUSTRIES, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	01-13697	52-1604305
(State or other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

160 South Industrial Blvd.

Calhoun, Georgia 30701

(Address of principal executive offices) (Zip Code)

(706) 629-7721

(Registrant’s telephone number, including area code)

(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 (see General Instruction A.2. below):

☐ Written communication pursuant to Rule 425 under 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 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act CFR 240.17R 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
Common Stock, $.01 par value	MHK	New York Stock Exchange
Floating Rate Notes due 2020		New York Stock Exchange
Floating Rate Notes due 2021		New York Stock Exchange
2.000% Senior Notes due 2022		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 Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

On April 15, 2020, Mohawk Industries, Inc. (the “Company”) announced that Mr. Frank H. Boykin was named as Chief Financial Officer, effective April 15, 2020. Mr. Boykin previously served as Chief Financial Officer of the Company from January 2005 until his retirement in March 2019. Mr. Boykin has continued to serve as a consultant to the Company following his retirement in March 2019.

Mr. Boykin, age 64, joined the Company in April 1993 as Corporate Controller and served in such capacity until May 1999, when he was appointed Vice President – Finance. Before joining the Company, Mr. Boykin served as a Senior Manager at KPMG LLP, a worldwide audit, tax and advisory services firm. In connection with Mr. Boykin’s appointment, the Compensation Committee of the Board of Directors of the Company approved an annualized salary of $2,700,000. Mr. Boykin has no family relationship with any director or executive officer of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Mr. Boykin succeeds Glenn R. Landau, who resigned as Executive Vice President and Chief Financial Officer of the Company on April 15, 2020 to pursue other interests. Mr. Landau’s separation agreement provides that he will receive a payment equal to nine months cash compensation, in exchange for his release of all potential claims against the Company and an agreement not to compete with the Company and not to solicit employees or customers of the Company. In addition, 1878 shares of restricted stock held by Mr. Landau that are scheduled to vest in the future will remain outstanding and continue to vest, provided Mr. Landau complies with the restrictive covenants contained in his separation agreement.

Item 7.01. Regulation FD Disclosure.

On April 15, 2020, the Company issued a press release announcing the executive leadership changes set forth in Item 5.02 above. A copy of the Company’s press release is attached hereto as Exhibit 99.1.

This information, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits.

99.1	Press release dated April 15, 2020.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

2

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.

	Mohawk Industries, Inc.
	By:	/s/ R. David Patton
		R. David Patton
Date: April 15, 2020		Vice President Business Strategy, General Counsel and Secretary

3

EX-99.1

Exhibit 99.1

NEWS RELEASE

Date:    April 15, 2020

For Release:    Immediately

MOHAWK NAMES FRANK BOYKIN

CHIEF FINANCIAL OFFICER

Calhoun, Georgia, April 15, 2020 - Mohawk Industries, Inc. (NYSE: MHK) today announced the appointment of Frank H. Boykin as chief financial officer, effective April 15, 2020.

“During his 25 years with the business, Frank played an important role in Mohawk’s growth,” said Jeff Lorberbaum, Mohawk’s chairman and chief executive officer. “He upgraded the performance of our finance team and gained the confidence of investors and analysts. I have asked Frank to resume the responsibilities of chief financial officer because his knowledge of all aspects of our business and the industry is a great asset to us in this environment.”

Boykin, 64, previously served as Mohawk’s chief financial officer from 2005 to 2019. He initially joined the Company as corporate controller in 1993. Boykin retired in 2019 and has continued to support the business as a senior consultant for the past year.

“I’m pleased to return to Mohawk to help the business navigate through these challenging times,” said Boykin. “In my consulting role I’ve maintained close ties to the business and am ready to step in immediately. I look forward to rejoining our outstanding finance team and working with the leadership team to manage the initiatives to help us thrive when we emerge from the current downturn.”

Glenn Landau, former chief financial officer, will leave the Company on April 15, 2020 to pursue other interests.

ABOUT MOHAWK INDUSTRIES

Mohawk Industries is the leading global flooring manufacturer that creates products to enhance residential and commercial spaces around the world. Mohawk’s vertically integrated manufacturing and distribution processes provide competitive advantages in the production of carpet, rugs, ceramic tile, laminate, wood, stone and vinyl flooring. Our industry-leading innovation has yielded products and technologies that differentiate our brands in the marketplace and satisfy all remodeling and new construction requirements. Our brands are among the most recognized in the industry and include American Olean, Daltile, Durkan, Feltex, Godfrey Hirst, IVC, Karastan, Marazzi, Mohawk, Mohawk Group, Pergo, Quick-Step and Unilin. During the past decade, Mohawk has transformed its business from an American carpet manufacturer into the world’s largest flooring company with operations in Australia, Brazil, Canada, Europe, India, Malaysia, Mexico, New Zealand, Russia and the United States.

Certain of the statements in the immediately preceding paragraphs, particularly anticipating future performance, business prospects, growth and operating strategies and similar matters and those that include the words “could,” “should,” “believes,” “anticipates,” “expects,” and “estimates,” or similar expressions constitute “forward-looking statements.” For those statements, Mohawk claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. There can be no assurance that the forward-looking statements will be accurate because they are based on many assumptions, which involve risks and uncertainties. The following important factors could cause future results to differ: changes in economic or industry conditions; competition; inflation and deflation in raw material prices and other input costs; inflation and deflation in consumer markets; energy costs and supply; timing and level of capital expenditures; timing and implementation of price increases for the Company’s products; impairment charges; integration of acquisitions; international operations; introduction of new products; rationalization of operations; taxes and tax reform, product and other claims; litigation; the risks and uncertainty related to the COVID-19 pandemic; and other risks identified in Mohawk’s SEC reports and public announcements.

XML

Document and Entity Information	Apr. 15, 2020
Document And Entity Information [Line Items]
Entity Registrant Name	MOHAWK INDUSTRIES INC
Amendment Flag	false
Entity Central Index Key	0000851968
Document Type	8-K
Document Period End Date	Apr. 15, 2020
Entity Incorporation State Country Code	DE
Entity File Number	01-13697
Entity Tax Identification Number	52-1604305
Entity Address, Address Line One	160 South Industrial Blvd.
Entity Address, City or Town	Calhoun
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30701
City Area Code	(706)
Local Phone Number	629-7721
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock 01 Par Value [Member]
Document And Entity Information [Line Items]
Security 12b Title	Common Stock, $.01 par value
Trading Symbol	MHK
Security Exchange Name	NYSE
Floating Rate Notes Due 2020 [Member]
Document And Entity Information [Line Items]
Security 12b Title	Floating Rate Notes due 2020
Security Exchange Name	NYSE
Floating Rate Notes Due 2021 [Member]
Document And Entity Information [Line Items]
Security 12b Title	Floating Rate Notes due 2021
Security Exchange Name	NYSE
Senior Notes Due 2022 [Member]
Document And Entity Information [Line Items]
Security 12b Title	2.000% Senior Notes due 2022
Security Exchange Name	NYSE