8-KLeadership ChangesExhibits & Filings

DEERE & CO 8-K Report, Executive Changes (Mar 16, 2026)

Filed March 16, 2026For Securities:DE

Summary

Deere & Company (DE) announced on March 16, 2026, that its Board of Directors, upon the recommendation of the Compensation Committee, has approved one-time grants of performance-based restricted stock units (PSUs) to its named executive officers and other senior officers. These awards, to be granted under the John Deere 2020 Equity and Incentive Plan, are designed to incentivize long-term business results aligned with the company's refined Leap Ambitions and to promote executive retention. The PSUs are contingent on achieving specific Shareholder Value Added (SVA) targets over a five-fiscal year performance period, running from November 3, 2025, to October 27, 2030. The performance metrics are structured to account for the cyclical nature of Deere's business, with annual SVA targets set as a percentage of estimated mid-cycle net sales. The payout structure is performance-dependent, ranging from zero to 175% of the target number of PSUs based on achieving between 90% and 125% (or more) of the applicable annual SVA target. The final award will be based on an average performance percentage over the five-year period. SVA itself is defined as operating profit less the product of average assets and cost of capital for the company's equipment operations segments, aiming to measure earnings above the cost of capital.

Key Highlights

  • 1Deere & Company has granted one-time performance-based restricted stock units (PSUs) to senior executives.
  • 2The PSUs are designed to align executive compensation with long-term business objectives and promote retention.
  • 3Awards are contingent on achieving Shareholder Value Added (SVA) targets over a five-fiscal year performance period (November 3, 2025 - October 27, 2030).
  • 4Performance targets are adjusted annually based on net sales, reflecting the cyclical nature of the business.
  • 5Payouts range from 0% to 175% of target PSUs, with a threshold of 90% and a maximum at 125%+ of the SVA target.
  • 6Shareholder Value Added (SVA) is defined as operating profit minus the cost of capital for equipment operations.
  • 7Named executive officers, including CEO John C. May, received substantial target value awards, with Mr. May's at $25 million and others at $5 million.

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