01—Abstract
Summary
Summary of the 8-K filed August 24, 2026. Cited figures are marked; the original filing is the authoritative source.
Amrize Ltd (NYSE: AMRZ) disclosed in an 8-K filed August 24, 2026 that its Board appointed Samuel J.
Poletti as Chief Financial Officer, effective the same day. Poletti succeeds Baris Oran, who stepped down for personal reasons. Oran's departure is not tied to any disagreement with the company on financial controls, financial reporting, operations, policies, or practices.
Oran remains an employee through August 24, 2027 under the 12-month notice period in his employment agreement. Poletti previously served as Chief Strategy and M&A Officer and led the company's spin-off from Holcim, so the change is an internal promotion rather than an external hire, which limits the operational-transition risk but still leaves the CFO role changing hands abruptly. The filing also details Poletti's compensation: a $725,000a base salary, a 100% target bonus with a 200% maximum, a $29,000 car allowance, a $100,000 housing allowance, relocation and repatriation benefits, and a new 2026 PSU grant with a $860,000 grant-date fair value.
His international assignment from Amrize Ltd (Swiss-domiciled) to Amrize North America Inc. runs through August 23, 2031. Neither agreement provides termination or change-of-control payments. The company also announced that Dillon Cumming joins September 8, 2026 as Vice President of Investor Relations.
For investors, the filing is governance and leadership news rather than a financial disclosure: no results, guidance, or financial figures are reported. The key items to monitor are continuity in finance leadership during the post-spin period, the Oran notice-period arrangement, and the incoming IR head's approach to investor communications.
02—Key points
Key Highlights
- Samuel J. Poletti, previously Chief Strategy and M&A Officer and a Holcim veteran, was appointed CFO effective August 24, 2026, succeeding Baris Oran.
- Oran stepped down for personal reasons; the filing states no disagreement with the company on financial controls, reporting, operations, policies, or practices.
- Oran remains an employee through August 24, 2027 under a 12-month notice termination period.
- Poletti's compensation includes a $725,000 base salary, a 100% target bonus (200% maximum), and a new 2026 PSU grant valued at $860,000.
- Poletti's Assignment Agreement, which runs through August 23, 2031, adds a $29,000 car allowance, a $100,000 housing allowance, and relocation and repatriation benefits.
- Neither of Poletti's agreements provides termination or change-of-control payments.
- Dillon Cumming joins September 8, 2026 as Vice President of Investor Relations, leading the global IR team.
03—Questions
Frequently Asked Questions
Why is Baris Oran leaving the CFO role?
Oran informed the company that he was stepping down for personal reasons. The 8-K explicitly states that his departure is not related to any disagreement with the company on financial controls, financial reporting, operations, policies, or practices.
Who is the new CFO and what is his background?
Samuel J. Poletti, age 45, was Amrize's Chief Strategy and M&A Officer since the June 2025 spin-off from Holcim. He previously spent years at Holcim in M&A and strategy roles, including Global Head of M&A from 2018 to June 2025, and led the spin-off and the Building Envelope acquisitions that doubled the North American business.
What is Poletti's compensation package?
He receives a $725,000 base salary, a target bonus of 100% of salary with a maximum of 200%, eligibility for the company's cash and equity incentive plans, and a new 2026 PSU grant with a $860,000 grant-date fair value. The assignment agreement adds a $29,000 car allowance, a $100,000 housing allowance, and relocation and repatriation benefits.
Will Oran receive any payments or continue at the company?
Oran remains an employee during a 12-month notice period under his employment agreement that runs until August 24, 2027. The 8-K does not disclose the terms of any payments to him for this period.
Does this change affect the company's financial reporting or guidance?
The filing reports no financial results, guidance changes, or accounting disclosures. It is a leadership change, and the company's stated reason for Oran's exit does not involve financial reporting or controls. Investors should still watch the first earnings calls under Poletti for any change in tone or outlook.
04—Continue