UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 2, 2023, Daniel T. Smith, Executive Vice President and Chief Growth Officer, notified Owens Corning (the “Company) that he intends to retire. To help ensure a smooth transition of his responsibilities, the Company and Mr. Smith entered into a Retirement Transition Agreement on August 4, 2023 (the “Transition Agreement”).
Pursuant to the terms of the Transition Agreement, Mr. Smith will transition from full-time Executive Vice President and Chief Growth Officer to part-time Executive Consultant, effective September 1, 2023 (the “Transition Date”), and will fully retire on February 15, 2024, at which time his employment with the Company will terminate (the “Retirement Date”). As of the Transition Date, Mr. Smith will no longer serve as an executive officer of the Company. Upon the Transition Date and until the Retirement Date (the “Transition Period”), Mr. Smith will serve as an employee of the Company providing transition advice and consultation service to the leaders of his existing teams and to the Company’s Chief Executive Officer. During the Transition Period, Mr. Smith’s base salary will be reduced by 80% to an annualized salary of $124,000 per year, and his 2023 annual incentive rate will be 75% of the new base salary. Mr. Smith will not participate in an annual incentive award for 2024. Consistent with the terms of the Company’s Phased Retirement Program that is available for employees at all levels of the Company, Mr. Smith will have continued access to Company benefits until his Retirement Date. The Transition Agreement contains a customary release of claims in favor of the Company.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| OWENS CORNING | ||||||
| August 8, 2023 | By: | /s/ Kenneth S. Parks | ||||
| Kenneth S. Parks | ||||||
| Executive Vice President and Chief Financial Officer | ||||||