UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
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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. |
Compensation Committee Reinstates 2020 Base Salaries for Executive Officers
As previously reported, the Company instituted a variety of cost-cutting measures in response to the economic downturn and uncertainty caused by the COVID-19 pandemic. On April 9, 2020, upon the recommendation of the senior management team, the Compensation Committee of the Board of Directors (the “Committee”) reduced the biweekly rate for the 2020 base salaries for all of our executive officers. The 2020 base salaries were reduced by 50%, effective April 12, 2020 for an indefinite time period. On June 29, 2020, the Committee reinstated all executive officer 2020 base salaries to their initial levels, to be effective July 5, 2020. Our named executive officers’ base salaries are provided below.
Named Executive Officers |
Reduced 2020 Annual Base |
Reinstated 2020 Annual Base Rate3 |
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Karl G. Glassman, Chairman & CEO |
$ | 612,500 |
$ | 1,225,000 |
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J. Mitchell Dolloff, President & COO, President – Bedding Products |
$ | 350,000 |
$ | 700,000 |
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Jeffrey L. Tate, EVP & CFO |
$ | 285,000 |
$ | 570,000 |
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Scott S. Douglas, SVP – General Counsel & Secretary |
$ | 225,000 |
$ | 450,000 |
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Perry E. Davis, Former EVP, President – Residential Products & Industrial Products (SVP – Operations, 1/1/2020 through 2/7/2020)1 |
N/A |
N/A |
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Matthew C. Flanigan, Former EVP & CFO2 |
N/A |
N/A |
1 | Mr. Davis retired February 7, 2020. |
2 | Mr. Flanigan retired December 31, 2019. |
3 | The initial 2020 base salaries were approved by the Committee at its meeting on November 4, 2019. |
Attached and incorporated herein by reference as Exhibit 10.1 is the Company’s updated Summary Sheet of Executive Cash Compensation.
Item 8.01 | Other Events. |
As previously reported, on April 9, 2020, the Board of Directors of the Company reduced director cash compensation by 50% in response to the economic downturn and uncertainty caused by the COVID-19 pandemic. The reduction applied to annual Board cash retainers, committee chair cash retainers and committee member cash retainers, all of which are paid on a quarterly basis. The reduction in compensation was applicable to the second quarter 2020 director fees. On June 29, 2020, the Board reinstated the quarterly cash payment rates to levels that existed prior to the April 9, 2020 Board meeting. The reinstated rates will be effective as of the Board’s third quarter 2020 cash payments.
Attached and incorporated herein by reference as Exhibit 10.2 is the Company’s updated Summary Sheet of Director Compensation.
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Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
EXHIBIT INDEX
Exhibit No. |
Description | |||
10.1*,** |
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10.2*,** |
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101.INS |
Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document) | |||
101.SCH* |
Inline XBRL Taxonomy Extension Schema | |||
101.LAB* |
Inline XBRL Taxonomy Extension Label Linkbase | |||
101.PRE* |
Inline XBRL Taxonomy Extension Presentation Linkbase | |||
104 |
Cover Page Interactive Data File (embedded within the inline XBRL document contained in Exhibit 101) |
* | Denotes filed herewith. |
** | Denotes management contract or compensatory plan or arrangement. |
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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.
LEGGETT & PLATT, INCORPORATED | ||||||
Date: June 30, 2020 |
By: |
/s/ SCOTT S. DOUGLAS | ||||
Scott S. Douglas | ||||||
Senior Vice President – General Counsel & Secretary |
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