The Goodyear Tire & Rubber Company filed SEC Form 8-K: Leadership Update
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): (
Month 1, 2025
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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 25, 2025, the Board of Directors of The Goodyear Tire & Rubber Company (the “Company”), upon recommendation of the Human Capital and Compensation Committee, approved the amendment of the Company’s Outside Directors’ Equity Participation Plan (the “ODEPP”) to (i) increase the annual equity grant amount from $160,000 to $180,000, (ii) replace the mandatory deferral of common stock represented by restricted stock units with an elective deferral provision, and (iii) remove certain provisions no longer applicable to participants. As amended, the ODEPP provides that the restricted stock units granted for service on the Board will vest and convert into shares of common stock on the earlier of the first anniversary of the grant date or the next annual meeting. Directors may elect to defer receipt of 25%, 50%, 75% or 100% of the common stock represented by restricted stock units during any calendar year beginning in April 2025. Any deferred restricted stock units will be held in a deferral account until the fifth business day of the quarter following the quarter during which the director leaves the Board when the restricted stock units will be converted into shares of common stock and released.
The summary of the ODEPP, as amended, in this Current Report on Form 8-K does not purport to be complete and is qualified in its entirety by reference to the full text of the ODEPP, which is filed herewith as Exhibit 10.1 and is incorporated into this Item 5.02 by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit |
Description | |
| 10.1 | The Goodyear Tire & Rubber Company Outside Directors’ Equity Participation Plan (as adopted February 2, 1996 and last amended as of February 25, 2025) | |
| 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.
| THE GOODYEAR TIRE & RUBBER COMPANY | ||||||
| Date: February 27, 2025 | By: | /s/ Daniel T. Young | ||||
| Daniel T. Young | ||||||
| Secretary | ||||||