arnc-20220202

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): February 8, 2022 (February 2, 2022)

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ARCONIC CORPORATION

(Exact name of registrant as specified in its charter)

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Delaware	001-39162	84-2745636
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)


201 Isabella Street, Suite 400
Pittsburgh, Pennsylvania			15212-5872
(Address of principal executive offices)			(Zip Code)

(412) 992-2500

(Registrant’s telephone number, including area code)

________________________________________________

(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:

☐ 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, par value $0.01 per share	ARNC	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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

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.

On February 2, 2022, the Compensation and Benefits Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Arconic Corporation (the “Company”) approved and made determinations with respect to several matters related to the compensation arrangements for the Company’s principal executive officer, principal financial officer and other named executive officers (“NEOs”):

•Timothy D. Myers, Chief Executive Officer;

•Erick R. Asmussen, Executive Vice President and Chief Financial Officer;

•Melissa M. Miller, Executive Vice President and Chief Human Resources Officer; and

•Mark J. Vrablec, Executive Vice President and Chief Commercial Officer.

In the case of Mr. Myers, consistent with its charter, the Compensation Committee recommended its determinations to the independent members of the Board, who approved such determinations on February 3, 2022.

The 2022 compensation arrangements approved by the Compensation Committee (and, in the case of Mr. Myers, recommended by the Compensation Committee and approved by the independent members of the Board) are set forth below. The Compensation Committee (and, in the case of Mr. Myers, the independent members of the Board) increased each NEO’s base salary, annual incentive opportunity and/or annual long-term incentive target value to more closely align his or her target total direct compensation with the median compensation of the companies in Arconic’s peer group for the applicable position, taking into consideration his or her respective areas of responsibility and contributions during 2021.


Name	2022 Annual Base Salary(1)	2022 Target Cash Incentive Opportunity		2022 Long-Term Incentive Target Opportunity Value(2)
		% of Salary	$ Value
Timothy D. Myers	$1,050,000	135%	$1,417,500	$5,512,500
Erick R. Asmussen	$635,000	90%	$571,500	$1,300,000
Melissa M. Miller	$450,000	70%	$315,000	$700,000
Mark J. Vrablec	$530,000	70%	$371,000	$600,000

1.2022 annual base salaries will be effective March 1, 2022.

2.2022 long-term incentives will be granted at a future date to be approved by the Compensation Committee.

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.


	ARCONIC CORPORATION

Date: February 8, 2022	By:	/s/ Erick R. Asmussen
	Name:	Erick R. Asmussen
	Title:	Executive Vice President and Chief Financial Officer

Arconic Corporation filed SEC Form 8-K: Leadership Update