Document


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): January 24, 2017
 

 
McCormick & Company, Incorporated
(Exact name of registrant as specified in its charter)
 

 
 
 
 
 
 
Maryland
 
001-14920
 
52-0408290
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
18 Loveton Circle
Sparks, Maryland
 
21152
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (410) 771-7301
 

(Former name or former address, if changed since last report.)
 

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


Item 5.02: Departures of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


(d) On January 24, 2017, the Board of Directors of the Registrant elected Gary M. Rodkin to the Board of Directors of the Registrant. Mr. Rodkin became a member of the Nominating / Corporate Governance Committee on the same date. Mr. Rodkin is the retired Chief Executive Officer and President of ConAgra Foods, Inc.

There are no arrangements or understandings between Mr. Rodkin and any other persons pursuant to which Mr. Rodkin was selected as a director. Mr. Rodkin will participate in the compensation arrangements for non-executive directors described on pages 14 and 15 of the Registrant’s Definitive Proxy Statement that was filed with the Securities and Exchange Commission on February 16, 2016. There have been no transactions, nor are there any currently proposed transactions, to which the Registrant was or is to be a party and with which Mr. Rodkin or any member of his immediate family had, or will have, a direct or indirect material interest.

Furnished with this Form 8-K as Exhibit 99.1 is a copy of the press release labeled “McCormick Appoints Gary Rodkin to Board of Directors.”


Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits.
 
The exhibit to this report is listed in Item 5.02(d) above and in the Exhibit Index that follows the signature line.



 
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.
 
 
 
 
McCORMICK & COMPANY, INCORPORATED
 
 
By:
 
/s/ Jeffery D. Schwartz
 
 
Jeffery D. Schwartz
 
 
Vice President, General Counsel and Secretary

Date: January 24, 2017


EXHIBIT INDEX

Exhibit Number

Description
99.1
Copy of press release labeled “McCormick Appoints Gary Rodkin to Board of Directors”.



Exhibit

https://cdn.kscope.io/8df32a971cfd41cfc7ecf0c0243d7b8e-a8kjanuary52015image1.jpgFOR IMMEDIATE RELEASE


FOR IMMEDIATE RELEASE
McCormick Appoints Gary Rodkin to Board of Directors
SPARKS, Md., January 24, 2017 - McCormick & Company, Incorporated (NYSE:MKC), a global leader in flavor, today announced that Gary Rodkin, retired Chief Executive Officer (CEO) of ConAgra Foods, has been appointed to the Board of Directors of McCormick effective January 24, 2017.

Mr. Rodkin served for 10 years at ConAgra Foods as CEO in his last executive role. His leadership transformed ConAgra from a holding company into a unified business with a balanced portfolio of consumer, commercial and private-brand businesses, and strong operating capabilities. During Mr. Rodkin’s tenure, there were major changes to ConAgra’s portfolio including the acquisition of Bertolli and PF Changs frozen meals, Marie Callender’s frozen pies, Ralcorp Holdings, and the joint venture formation of North America’s largest flour milling company, Ardent Mills. Mr. Rodkin drove process reengineering and rationalization yielding significant and sustainable cost savings over his tenure. He ramped up product innovation including the introduction of the grocery industry’s largest new product launch in 2008, Healthy Choice Café Steamers. Mr. Rodkin’s advocacy of talent management and operating principles improved the culture and employee engagement at ConAgra Foods.
 
Prior to joining ConAgra, Mr. Rodkin held several leadership positions at PepsiCo including Chairman and CEO of PepsiCo Beverages and Foods North America, and President and CEO of Tropicana. Prior to PepsiCo, Mr. Rodkin spent 16 years at General Mills where he held a variety of management roles, including President of the Yoplait Yogurt division.

Lawrence Kurzius, President and CEO of McCormick commented, “Mr. Rodkin brings a tremendous track record of building and acquiring strong businesses to our Board of Directors. His wealth of experience delivering top line and bottom line growth in the beverage and consumer goods space will be a tremendous asset to McCormick as we look to deliver against our long term growth objectives.”

Mr. Rodkin received a Bachelor of Arts degree in Economics from Rutgers University in 1974 and a Master of Business Administration from Harvard Business School in 1979. He currently serves on the boards of Simon Property Group, Inc., Feeding America, and is Vice Chairman of the Rutgers University Board of Overseers. Mr. Rodkin is also a Fellow of Executive Education at the Harvard Business School, and an Executive in Residence at Rutgers University.




About McCormick

McCormick & Company, Incorporated is a global leader in flavor. With $4.3 billion in annual sales, the company manufactures, markets and distributes spices, seasoning mixes, condiments and other flavorful products to the entire food industry – retail outlets, food manufacturers and foodservice businesses. Every day, no matter where or what you eat, you can enjoy food flavored by McCormick. McCormick Brings Passion to Flavor™.

For more information, visit www.mccormickcorporation.com.

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For information contact:
Corporate Communications:    
Lori Robinson (410) 527-6004 or lori_robinson@mccormick.com