8-KOther EventsExhibits & Filings

LOWES COMPANIES INC 8-K Report, Temporary Suspension of Trading Under Employee Benefit Plans (Jun 1, 2021)

Filed June 1, 2021For Securities:LOW

Summary

This 8-K filing from Lowe's Companies Inc. (LOW) on June 1, 2021, primarily informs investors about a temporary suspension of trading activity within the company's 401(k) Plan. This 'blackout period' is a necessary step as the plan transitions its recordkeeper from Wells Fargo to Principal Financial Group, following Principal's acquisition of Wells Fargo's retirement business. The blackout is scheduled to begin on June 16, 2021, and is expected to end during the week of June 21, 2021. During this time, participants and beneficiaries will be unable to direct investments or make distributions from their 401(k) accounts. Furthermore, the filing clarifies that Lowe's has notified its directors and executive officers about this blackout period, which will also impose temporary restrictions on their ability to buy or sell Lowe's company stock. These restrictions are in compliance with Sarbanes-Oxley Act and SEC regulations designed to prevent insider trading during periods of employee benefit plan disruptions. Investors should note that this is an administrative event related to employee benefits and not indicative of any operational or financial distress for the company.

Key Highlights

  • 1Lowe's 401(k) Plan is transitioning recordkeepers from Wells Fargo to Principal Financial Group.
  • 2A 'blackout period' for the 401(k) Plan will commence on June 16, 2021, and conclude during the week of June 21, 2021.
  • 3During the blackout, participants cannot direct investments or process distributions from their 401(k) accounts.
  • 4Lowe's notified directors and executive officers about the blackout period.
  • 5Insiders (directors and officers) will be restricted from trading company stock during the blackout period, as per SEC regulations.
  • 6This event is administrative, related to employee benefit plan changes, and does not signify company financial or operational issues.

Frequently Asked Questions

The blackout period is necessary due to the transition of the Lowe's 401(k) Plan's recordkeeper from Wells Fargo to Principal Financial Group. This transition is a result of Principal's acquisition of Wells Fargo's retirement business.

The blackout period will begin at 1:00 p.m. Eastern Time on June 16, 2021, and is expected to end during the week of June 21, 2021.

During the blackout period, participants and beneficiaries will temporarily be unable to direct or diversify investments within their individual 401(k) accounts, and they will also be unable to obtain a distribution from the plan.

Yes, Lowe's has notified its Board of Directors and executive officers that they will be subject to trading restrictions on company stock (including derivative securities) during the blackout period, in accordance with Sarbanes-Oxley Act and SEC regulations.

For information about the actual beginning and ending dates of the Blackout Period and other related details, you can contact Sandy Felton, Director, Stock Plan Administration, by telephone at (704) 758-3186 or in writing at Lowe’s Companies, Inc., 1000 Lowes Boulevard, Mooresville, North Carolina 28117.