8-KLeadership ChangesExhibits & Filings

Amcor plc 8-K Report, Executive Changes (Mar 19, 2024)

Filed March 19, 2024For Securities:AMCRAMCCF

Summary

Amcor plc (AMCR) announced a significant leadership transition via an 8-K filing on March 19, 2024. CEO Ronald Delia is retiring for health reasons, effective April 15, 2024. Mr. Delia will remain with the company as a Senior Advisor until September 30, 2024, to ensure a smooth handover. His retirement is not due to any disagreements with the company and he has entered into a Transition and Release Agreement outlining his compensation and benefits during this period. In parallel, the company has appointed Peter Konieczny, currently Chief Commercial Officer, as Interim CEO, effective April 15, 2024. Mr. Konieczny brings extensive experience within Amcor and the packaging industry. The company has also initiated a search for a permanent CEO and has reduced the Board size to nine members. Investors should monitor the CEO search process and the company's performance under Mr. Konieczny's interim leadership.

Key Highlights

  • 1CEO Ronald Delia is retiring for health reasons, effective April 15, 2024.
  • 2Mr. Delia will serve as Senior Advisor until September 30, 2024, to facilitate a smooth transition.
  • 3Peter Konieczny appointed Interim CEO, effective April 15, 2024.
  • 4A search for a permanent CEO has been initiated.
  • 5The Board size has been reduced to nine members upon Mr. Delia's retirement as director.
  • 6Mr. Delia's retirement is not a result of any disagreements with the Company.
  • 7Mr. Konieczny's compensation includes an increased base salary, participation in incentive plans, and an RSU grant.

Frequently Asked Questions

Ronald Delia is retiring as CEO and from the Board for health reasons, effective April 15, 2024. He will continue as a Senior Advisor until September 30, 2024, in a non-executive role to aid the transition. His separation agreement includes continued salary, bonus opportunities, equity vesting, relocation assistance, and other benefits in exchange for a release of claims and compliance with restrictive covenants.

Peter Konieczny, the current Chief Commercial Officer, has been appointed Interim CEO, effective April 15, 2024. Mr. Konieczny has been with Amcor or its predecessors since 2010 and has held various senior leadership roles within the company, along with prior experience in the packaging industry and as a management consultant.

Peter Konieczny's compensation as Interim CEO includes an increased annualized base salary of CHF 1,580,190. He will participate in the Management Incentive Plan (MIP) with a target of 120% of base salary and a maximum of 180%. He will also receive an RSU grant for 170,000 ordinary shares vesting until February 2026. Long Term Incentive Plan (LTIP) grants will be based on 200% of his base salary.

If Peter Konieczny's employment is terminated without cause or he resigns as a 'good leaver' while serving as Interim CEO, he would be entitled to 12 months of severance pay at the Interim CEO salary level, any earned MIP payment (pro-rated for the performance period), continued pro-rated vesting for certain equity awards, and full vesting of outstanding RSUs within 30 days of termination. His restrictive covenants will also be extended to 12 months post-termination.