Tootsie Roll Industries Announces Board and Compensation Changes

TL;DR

Tootsie Roll board shakeup and exec pay adjustments announced.

AI Summary

Tootsie Roll Industries, Inc. announced on January 26, 2025, a change in its board of directors and executive compensation arrangements. The filing details the departure of certain officers and directors, the election of new directors, and updates to compensatory arrangements for key personnel.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — The filing reports routine corporate governance changes and compensation adjustments, which typically carry low risk.

Key Numbers

• 20250126 — Date of earliest event (This is the date the reported events occurred.)
• 20250129 — Filing date (This is the date the report was officially submitted to the SEC.)

Key Players & Entities

• TOOTSIE ROLL INDUSTRIES, INC. (company) — Registrant
• Virginia (jurisdiction) — State of incorporation
• 7401 South Cicero Avenue Chicago, IL 60629 (address) — Principal executive offices

FAQ

Key Financial Figures

• $0.694 — h registered: Common Stock, par value $0.694 per share TR New York Stock Exchang

Filing Documents

• tr-20250126x8k.htm (8-K) — 30KB
• 0001558370-25-000495.txt ( ) — 143KB
• tr-20250126.xsd (EX-101.SCH) — 3KB
• tr-20250126_lab.xml (EX-101.LAB) — 15KB
• tr-20250126_pre.xml (EX-101.PRE) — 10KB
• tr-20250126x8k_htm.xml (XML) — 5KB

From the Filing

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 : January 26, 2025 (Date of earliest event reported) TOOTSIE ROLL INDUSTRIES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 001-01361 (Commission File Number) 22-1318955 (IRS Employer Identification No.) 7401 South Cicero Avenue Chicago , IL 60629 (Address of principal executive offices) Registrant's telephone number including area code: ( 773 ) 838-3400 Not Applicable (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 13 e-4(c) under the Exchange Act (17 CFR 240.13 e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Securities registered pursuant to Section 12(b) of the Act: Title of each class: Trading Symbol Name of each exchange on which registered: Common Stock, par value $0.694 per share TR New York Stock Exchange Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 27, Michael Adam Chodos, age 66, joined the Board of Directors of the Company and was appointed to the Audit and Compensation Committees. Mr. Chodos has been the Principal at the Law Offices of Michael Chodos, 1984 to the present. He has served as Chief Legal Officer and Corporate Secretary of Medsphere Systems Corporation from June, 2020 to September, 2023 and General Counsel, Senior Vice President, Notarize, Inc. from June, 2016 to February, 2020. Mr. Chodos, is a seasoned corporate counsel, entrepreneur, and board advisor, with many years of transactional, corporate finance, governance, compliance, labor relations, regulatory and government relations experience across a broad range of enterprises. On January 26, Barre A. Seibert resigned from the Board of Directors of the Company following 20 years of dedicated service. 2 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 under-signed thereunto duly authorized. January 29, 2025 TOOTSIE ROLL INDUSTRIES, INC. By: /S/ G. HOWARD EMBER, JR. G. Howard Ember, Jr. Vice President Finance and Chief Financial Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR