Silgan Holdings Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
$SLGN
Containers/Packaging
Industrials
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): July 10, 2024
(Exact name of Registrant as specified in its charter)
| (State or other jurisdiction | (Commission | (I.R.S. Employer | |||||||||
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| (Address of principal executive offices) | (Zip Code) | ||||||||||
(203 ) 975-7110
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N/A
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Section 5—Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) Departure of Directors or Certain Officers
On July 1, 2024, Kimberly A. Fields, a member of the Board of Directors of Silgan Holdings Inc., or the Company, became President and Chief Executive Officer of ATI Inc., or ATI. On July 10, 2024, Ms. Fields notified the Company of her decision to resign from her position as a Class I Director of the Company, effective July 11, 2024, as she intends to focus her attention and efforts on ATI and her leadership transition. Ms. Fields informed the Company that her decision to resign from the Board of Directors of the Company was not the result of any disagreement with the Company, its management or the Board of Directors of the Company.
Ms. Fields had served as a Director of the Company since July 2019. Ms. Fields had also served as a member of the Audit, Compensation and Nominating Committees of the Board of Directors of the Company during that time. The Company and its Board of Directors express their appreciation to Ms. Fields for her service as a Director of the Company and for her many contributions to the Company and extend best wishes for her continued success as CEO of ATI.
As a result of Ms. Fields’ resignation as a Class I Director of the Company, in accordance with the Company’s Amended and Restated Certificate of Incorporation, as amended, the Class I Director position held by Ms. Fields will be eliminated, the total number of Directors constituting the Board of Directors of the Company will be reduced from nine to eight and the number of Directors constituting the Class I Directors of the Company will be reduced from three to two.
Section 9—Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | ||||||||||
| 104 | Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document). | ||||||||||
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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.
| SILGAN HOLDINGS INC. | ||||||||
| By: | /s/ Frank W. Hogan, III | |||||||
| Frank W. Hogan, III | ||||||||
| Executive Vice President, General | ||||||||
| Counsel and Secretary | ||||||||
Date: July 12, 2024
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