Brown Forman Corporation filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
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.
Retirement of Thomas W. Hinrichs as President, Emerging International
On May 6, 2024, Thomas W. Hinrichs, President, Emerging International of Brown-Forman Corporation (the “Company”), informed the Company of his intention to retire effective June 30, 2024. Following Mr. Hinrichs' retirement, Michael A. Masick, who currently serves as the Company’s Managing Director for the Latin America, Africa, Ukraine, and the Commonwealth of Independent States markets, will become President, Emerging International effective July 1, 2024.
In connection with Mr. Hinrichs' retirement and in order to facilitate an efficient transition of leadership, on May 6, 2024, the Company entered into a consulting services agreement with Mr. Hinrichs (the “Services Agreement”). The Services Agreement has an initial term beginning on July 1, 2024 and ending on April 30, 2025. Pursuant to the Services Agreement, Mr. Hinrichs will provide certain consulting services to the Company on an as-needed basis. Pursuant to the Services Agreement, Mr. Hinrichs will be paid a monthly consulting fee of $127,000. The foregoing description of the Services Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Services Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
In connection with the retirement of Mr. Hinrichs and the appointment of Mr. Masick, the Company issued a press release on May 8, 2024, a copy of which is attached as Exhibit 99.1 and incorporated by reference in Item 7.01 of this Current Report on Form 8-K.
The information furnished pursuant to this Item 7.01 (and the related information in Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| Services Agreement, dated May 6, 2024, by and between Brown-Forman Corporation and Thomas W. Hinrichs. | ||||||||
| Brown-Forman Corporation Press Release dated May 8, 2024. | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
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.
| BROWN-FORMAN CORPORATION | |||||
| (Registrant) | |||||
| Date: May 8, 2024 | /s/ Michael E. Carr Jr. | ||||
| Michael E. Carr Jr. | |||||
| Executive Vice President, General Counsel and Corporate Secretary | |||||