UNITED STATES
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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. |
Resideo Technologies, Inc. (the “Company”) reported on a Current Report on Form 8-K filed on November 7, 2024, that the Company entered into an agreement (the “2024 Agreement”) with Jay Geldmacher, the Company’s President and Chief Executive Officer, to facilitate a smooth transition in connection with Mr. Geldmacher’s future retirement from the Company. Pursuant to the 2024 Agreement, for a period of six months following the date the Company appoints a new CEO (the “Transition Date”), Mr. Geldmacher agreed to remain employed by the Company in a non-officer role.
On July 30, 2025, the Company issued a press release where it announced that Mr. Geldmacher’s contemplated retirement would become effective upon completion of the separation of the Company’s ADI Global Distribution business, after which time Mr. Geldmacher will serve in an advisory capacity for six months.
As a result, the Compensation and Human Capital Management Committee of the Board of Directors (the “Committee”) approved an amendment to the 2024 Agreement on January 6, 2026 to add a provision to address the annual incentive compensation opportunity for Mr. Geldmacher for 2026 (the “Amendment”). The Amendment provides that Mr. Geldmacher will be eligible for annual incentive plan compensation for 2026, as follows:
| • | if the Transition Date is prior to December 31, 2026, any annual incentive compensation for 2026 will be pro-rated for the period from January 1, 2026 through the Transition Date and paid at target and |
| • | if the Transition Date is on or after December 31, 2026, any annual incentive compensation for 2026 will be for the full 2026 period based on actual achievement of the established performance measures for such annual incentive compensation plan. |
No other provisions in the 2024 Agreement were revised.
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.
| Date: January 7, 2026 | RESIDEO TECHNOLOGIES, INC. | |||||
| By: | /s/ Jeannine J. Lane | |||||
| Name: | Jeannine J. Lane | |||||
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |||||