Veralto Corp filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
$VLTO
Electrical Products
Industrials
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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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 July 12, 2024, the Board of Directors (the “Board”) of Veralto Corporation (the “Company”) appointed Vijay P. Sankaran as a Class I member of the Board, effective July 12, 2024. In connection with Mr. Sankaran’s appointment, the Board will increase its size from 11 to 12 members, effective July 12, 2024, with nine of those members, including Mr. Sankaran, qualifying as independent under the listing standards of the New York Stock Exchange and the Company’s Corporate Governance Guidelines.
There are no arrangements or understandings between Mr. Sankaran and any other persons in connection with his appointment. Mr. Sankaran is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Mr. Sankaran has been appointed to serve on the Audit Committee of the Board.
Mr. Sankaran will receive compensation as a non-employee director in accordance with the non-employee director compensation practices described under the heading "Director Compensation" in the Company’s Annual Meeting Proxy Statement filed with the Securities and Exchange Commission on March 29, 2024, which is incorporated by reference herein. The Company and Mr. Sankaran will enter into the Company’s standard form of indemnification agreement filed as Exhibit 10.12 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission on February 28, 2024.
On July 16, 2024, the Company issued a press release announcing this change to the Company’s Board, which is attached as Exhibit 99.1 hereto.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
| (d) | Exhibits | ||||
| Exhibit No. | Description | ||||||||||||||||
| 99.1 | |||||||||||||||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibit 101) | ||||||||||||||||
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.
| VERALTO CORPORATION | ||||||||
Date: July 16, 2024 | By: | /s/ James A. Tanaka | ||||||
| Name: James A. Tanaka | ||||||||
| Title: Vice President, Securities & Governance and Secretary | ||||||||