01—Abstract
Summary
Summary of the 8-K filed April 22, 2024. Cited figures are marked; the original filing is the authoritative source.
PPG Industries, Inc. filed this Form 8-K on April 22, 2024 to report that its Board of Directors elected Kathy L.
Fortmann as a director, effective July 17, 2024. Ms. Fortmann will serve in the class of directors whose term expires at the 2025 Annual Meeting of Shareholders, and the Board appointed her to the Audit Committee and the Sustainability and Innovation Committee. The filing states she is an independent director entitled to compensation consistent with the company's other independent non-employee directors, as described in the proxy statement filed March 7, 2024, and that she was not selected pursuant to any arrangement or understanding with any other person.
The filing attaches a press release dated April 22, 2024 that describes Ms. Fortmann's background. It states she most recently served from 2021 to 2023 as Chief Executive Officer of ACOMO N.V., previously held roles at International Flavors & Fragrances Inc. (2020 to 2021), FrieslandCampina (2017 to 2019) and Cargill, Incorporated (2005 to 2017), and began her career at E.I. DuPont de Nemours, Inc. (1989 to 2005).
She currently serves as a director of FMC Corporation. Michael W. Lamach, lead independent director, and Timothy M.
Knavish, chairman and chief executive officer, both commented on the appointment, with Knavish citing her experience leading businesses in Europe and growing sustainability-focused businesses. The press release also states PPG reported net sales of $18.2 billiona in 2023 and operates in more than 70 countries. The filing does not report financial results for the period or any change to guidance.
02—Key points
Key Highlights
- Board expansion: Kathy L. Fortmann elected as a director by the Board on April 18, 2024, effective July 17, 2024.
- Committee assignments: Fortmann appointed to the Audit Committee and the Sustainability and Innovation Committee.
- Independence and compensation: She is an independent director, compensated consistent with other non-employee independent directors per the March 7, 2024 proxy statement.
- Term: She will serve in the class of directors whose term expires at the 2025 Annual Meeting of Shareholders.
- Relevant background: Most recently CEO of ACOMO N.V. (2021 to 2023); prior roles at IFF, FrieslandCampina, Cargill and DuPont, plus a current directorship at FMC Corporation.
- Company scale: PPG reported 2023 net sales of $18.2 billion and operates in more than 70 countries, per the press release.
- Exhibit: Press release dated April 22, 2024 (Exhibit 99) announces the election and includes management commentary.
03—Questions
Frequently Asked Questions
When does Kathy Fortmann's board appointment take effect?
The Board elected her on April 18, 2024, and her election is effective July 17, 2024.
Which board committees will Kathy Fortmann serve on?
She was appointed to the Audit Committee and the Sustainability and Innovation Committee.
How will Kathy Fortmann be compensated?
As an independent non-employee director, she will receive compensation consistent with the company's other independent directors, as described under 'Compensation of Directors' in the proxy statement filed March 7, 2024.
What is Kathy Fortmann's professional background?
According to the press release, she was CEO of ACOMO N.V. from 2021 to 2023 and held leadership roles at International Flavors & Fragrances, FrieslandCampina and Cargill, beginning her career at DuPont in 1989. She currently serves as a director of FMC Corporation.
Was Fortmann selected pursuant to any special arrangement?
No. The filing states she was not selected as a director pursuant to any arrangement or understanding between her and any other person or entity.
04—Continue