8-KLeadership ChangesExhibits & Filings

ROCKWELL AUTOMATION, INC 8-K Report, Executive Changes (Feb 3, 2022)

Filed February 3, 2022For Securities:ROK

Summary

Rockwell Automation, Inc. (ROK) filed an 8-K on February 3, 2022, reporting a change in its Board of Directors. The company increased its board size from ten to eleven directors and elected Robert W. Soderbery as a new director. Mr. Soderbery's term will expire at the 2023 Annual Meeting of Shareowners, and he has been appointed to the Technology Committee. This appointment is a standard board expansion and addition, with Mr. Soderbery to receive the usual compensation for non-employee directors, including equity awards valued at $98,334 under the company's long-term incentive plan. There are no disclosed conflicts of interest or related-party transactions associated with his appointment. Investors should note that this filing is primarily administrative, focusing on corporate governance changes rather than immediate operational or financial performance updates.

Key Highlights

  • 1Rockwell Automation increased its Board of Directors size from 10 to 11 members.
  • 2Robert W. Soderbery was elected as a new director.
  • 3Mr. Soderbery's term as a director will expire at the 2023 Annual Meeting of Shareowners.
  • 4Mr. Soderbery has been appointed as a member of the Technology Committee.
  • 5New director compensation includes standard equity and cash payments for non-employee directors.
  • 6Mr. Soderbery received shares valued at $98,334 under the 2020 Long-Term Incentives Plan.
  • 7No arrangements or understandings exist for Mr. Soderbery's selection; no disclosable related-party transactions.

Frequently Asked Questions

The main purpose of this 8-K filing is to report a change in the composition of Rockwell Automation's Board of Directors, specifically the election of a new director and an increase in board size.

Robert W. Soderbery is a newly elected director of Rockwell Automation. He will serve a term expiring at the 2023 Annual Meeting of Shareowners and has been appointed to the company's Technology Committee.

The financial implications are related to the standard compensation for a non-employee director. Mr. Soderbery will receive equity and cash compensation, including shares valued at $98,334, as outlined in the company's incentive plans and director compensation policies. This is a routine cost associated with board membership.

Based on the filing, there are no disclosed arrangements or understandings that would indicate a conflict of interest for Mr. Soderbery's appointment, nor are there any transactions required to be disclosed under Item 404(a) of Regulation S-K involving him and the company.