Sonoco Products Company filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
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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.
On February 12, 2025, upon the recommendation of its Corporate Governance and Nominating Committee, the Board of Directors (the “Board”) of Sonoco Products Company (the “Company”) approved an increase to the size of the Board from eleven (11) to twelve (12) directors and appointed Scott A. Clark to the Board.
Mr. Clark has been appointed to serve on the Audit Committee and the Executive Compensation Committee of the Board, is an independent member of the Board and will stand for election by shareholders at the Company’s 2025 Annual Meeting of Shareholders.
Mr. Clark will receive compensation as a non-employee director in accordance with the Company’s non-employee director compensation practices described in “Proposal 1: Election of Directors – Director Compensation” of the Company’s Annual Proxy Statement filed with the U.S. Securities and Exchange Commission on March 15, 2024. There are no arrangements or understandings with any other person pursuant to which Mr. Clark was elected to the Board. Mr. Clark has no direct or indirect material interest in any transaction required to be disclosed by the Company pursuant to Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure.
On February 12, 2025, the Company issued a press release announcing the election of Mr. Clark to the Board. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information furnished pursuant to Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description of Exhibit | |
| 99.1 | Press Release of Sonoco Products Company, dated February 12, 2025. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
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.
| SONOCO PRODUCTS COMPANY | ||
| Date: February 13, 2025 | By: | /s/ John M. Florence, Jr. |
| John M. Florence, Jr. | ||
| General Counsel and Secretary | ||