8-KThe WireRed Alert
Executive Change
Filed Dec 8, 2022 · 3y ago · Accession 0001104659-22-125513
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
December 8, 2022
ECOLAB INC.
(Exact name of registrant as specified in
its charter)
Delaware
1-9328
41-0231510
(State or other jurisdiction
of incorporation)
(Commission
File No.)
(IRS Employer
Identification No.)
1 Ecolab Place , Saint Paul ,
Minnesota
55102
(Address of principal executive
offices)
(Zip Code)
Registrant’s telephone number, including area code 1- 800 - 232-6522
(Not applicable)
(Former name or former address, if changed
since last report)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of
the Act:
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Common Stock, $1.00 par value
ECL
New York Stock Exchange
2.625% Euro Notes due 2025
ECL 25
New York Stock Exchange
1.000% Euro Notes due 2024
ECL 24
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ¨
Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers .
(d)
On December 8, 2022, the board of directors of Ecolab Inc., a Delaware corporation
(“Ecolab”), approved the appointment of Eric M. Green as a member of the board of directors. Mr. Green will serve as
a member of the Compensation and Human Capital Management Committee and the Governance Committee of Ecolab’s board of directors.
Mr. Green has served as the President and Chief
Executive Officer of West Pharmaceutical Services, Inc., a manufacturer of packaging components and delivery systems for injectable drugs
and healthcare products, since April 2015, and he assumed the additional responsibility of Chair of the Board of Directors in May 2022.
Prior to joining West, he spent more than 20 years in a variety of leadership positions at Sigma-Aldrich Corporation, including as Executive
Vice President and President of Research Markets BU from 2013 to 2015. Mr. Green also serves as a member of the Board of Trustees of Bethel
University.
Following the effective
date of his appointment as an Ecolab director, Mr. Green will be entitled to participate in Ecolab’s regular director
compensation arrangements. Information regarding Ecolab’s director compensation arrangements is included in the definitive
proxy statement relating to Ecolab’s 2022 annual stockholders meeting filed with the SEC on March 18, 2022, and is
incorporated herein by reference.
There were no arrangements or understandings between
Mr. Green and any other person pursuant to which he was elected as a director, and there is no transaction between Mr. Green (and his
immediate family) and Ecolab that requires disclosure in accordance with Item 404(a) of Regulation S-K.
A copy of the News Release issued by Ecolab in
connection with this report under Item 5.02(d) is attached as Exhibit (99.1).
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
Description
Method of Filing
(99.1)
Ecolab Inc. News Release dated December 8, 2022.
Filed herewith electronically.
(104)
Cover Page Interactive Data File.
Embedded within the Inline XBRL document.
2
SIGNATURE
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.
ECOLAB INC.
Date: December 8 , 2022
By:
/s/ David F. Duvick
David F. Duvick
Assistant Secretary
3
Filing details
- Company
- ECOLAB INC.
- Ticker
- ECL
- CIK
- 31462
- Form type
- 8-K
- Filing date
- Dec 8, 2022
- Report date
- Dec 8, 2022
- Document
- tm2232139d1_8k.htm
- Size
- 285 KB