Leggett & Platt Files Definitive Proxy Statement

Ticker: LEG · Form: DEF 14A · Filed: Mar 28, 2024

Sentiment: neutral

Topics: Proxy Statement, SEC Filing, Leggett & Platt, Shareholder Meeting, Corporate Governance

TL;DR

<b>Leggett & Platt, Incorporated has filed its Definitive Proxy Statement for the period ending May 8, 2024.</b>

AI Summary

LEGGETT & PLATT INC (LEG) filed a Proxy Statement (DEF 14A) with the SEC on March 28, 2024. Leggett & Platt, Incorporated filed a Definitive Proxy Statement on March 28, 2024. The filing covers the period ending May 8, 2024. The company's principal executive offices are located at No. 1 Leggett Road, Carthage, MO 64836. The filing is made under Section 14(a) of the Securities Exchange Act of 1934. No filing fee was required for this statement.

Why It Matters

For investors and stakeholders tracking LEGGETT & PLATT INC, this filing contains several important signals. This filing is a standard procedural document required for public companies to solicit shareholder votes. It provides shareholders with information regarding matters to be voted on at the company's annual meeting, including executive compensation and director elections.

Risk Assessment

Risk Level: low — LEGGETT & PLATT INC shows low risk based on this filing. The filing is a routine proxy statement and does not contain new financial or operational information that would indicate a change in risk.

Analyst Insight

Shareholders should review the proxy statement for details on upcoming votes, particularly concerning executive compensation and board nominations.

Key Numbers

Key Players & Entities

FAQ

When did LEGGETT & PLATT INC file this DEF 14A?

LEGGETT & PLATT INC filed this Proxy Statement (DEF 14A) with the SEC on March 28, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by LEGGETT & PLATT INC (LEG).

Where can I read the original DEF 14A filing from LEGGETT & PLATT INC?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by LEGGETT & PLATT INC.

What are the key takeaways from LEGGETT & PLATT INC's DEF 14A?

LEGGETT & PLATT INC filed this DEF 14A on March 28, 2024. Key takeaways: Leggett & Platt, Incorporated filed a Definitive Proxy Statement on March 28, 2024.. The filing covers the period ending May 8, 2024.. The company's principal executive offices are located at No. 1 Leggett Road, Carthage, MO 64836..

Is LEGGETT & PLATT INC a risky investment based on this filing?

Based on this DEF 14A, LEGGETT & PLATT INC presents a relatively low-risk profile. The filing is a routine proxy statement and does not contain new financial or operational information that would indicate a change in risk.

What should investors do after reading LEGGETT & PLATT INC's DEF 14A?

Shareholders should review the proxy statement for details on upcoming votes, particularly concerning executive compensation and board nominations. The overall sentiment from this filing is neutral.

How does LEGGETT & PLATT INC compare to its industry peers?

Leggett & Platt operates in the household furniture industry, and this filing is a standard requirement for publicly traded companies to communicate with shareholders.

Are there regulatory concerns for LEGGETT & PLATT INC?

The filing is made in accordance with Section 14(a) of the Securities Exchange Act of 1934, which governs the solicitation of proxies.

Industry Context

Leggett & Platt operates in the household furniture industry, and this filing is a standard requirement for publicly traded companies to communicate with shareholders.

Regulatory Implications

The filing is made in accordance with Section 14(a) of the Securities Exchange Act of 1934, which governs the solicitation of proxies.

What Investors Should Do

  1. Review the full proxy statement for details on director nominations and voting matters.
  2. Examine executive compensation disclosures to understand pay structures and performance metrics.
  3. Note any shareholder proposals and the company's recommended voting actions.

Key Dates

Year-Over-Year Comparison

This is a routine filing of a Definitive Proxy Statement and does not represent a change from previous filings of this type.

Filing Stats: 4,261 words · 17 min read · ~14 pages · Grade level 14.5 · Accepted 2024-03-28 09:28:14

Filing Documents

EXECUTIVE COMPENSATION AND RELATED MATTERS

EXECUTIVE COMPENSATION AND RELATED MATTERS Compensation Discussion & Analysis 32 Human Resources and Compensation Committee Report 45 Summary Compensation Table 46 Grants of Plan-Based Awards in 2023 49 Outstanding Equity Awards at 2023 Fiscal Year-End 50 Option Exercises and Stock Vested in 2023 51 Pension Benefits in 2023 51 Non-Qualified Deferred Compensation in 2023 52 Pay Versus Performance 53 Potential Payments Upon Termination or Change in Control 56 CEO Pay Ratio 59

Security Ownership of Directors and Executive Officers

Security Ownership of Directors and Executive Officers 60

Security Ownership of Certain Beneficial Owners

Security Ownership of Certain Beneficial Owners 61 Delinquent Section 16(a) Reports 61 EQUITY COMPENSATION PLAN INFORMATION 62 Q&A – PROXY MATERIALS AND ANNUAL MEETING 63 APPENDIX: FLEXIBLE STOCK PLAN 68 Table of Contents Proxy Statement Summary This summary highlights information contained elsewhere in this proxy statement. It does not contain all the information that you should consider—please read the entire proxy statement before voting. Our principal executive offices are located at 1 Leggett Road, Carthage, Missouri 64836. 2024 Annual Meeting of Shareholders Wednesday, May 8, 2024 10:00 a.m. Central Time Virtual Meeting Only – advance registration required to attend. Visit register.proxypush.com/LEG Record Date: March 4, 2024 Proposal Recommendation Page 1–Election of Eleven Directors FOR 13 2–Ratification of PWC as Independent Registered Public Accounting Firm FOR 19 3–Advisory Vote to Approve Named Executive Officer Compensation FOR 22 4–Approve Amendment and Restatement of the Flexible Stock Plan FOR 22 Board Nominees All of Leggett's directors are elected for a one-year term by a majority of shares present and entitled to vote at the 2024 Annual Meeting of Shareholders (the " Annual Meeting "). The 2024 director nominees are: Angela Barbee Independent Former SVP — Technology and Global R&D Weber Inc. Mark A. Blinn Independent Retired President & CEO Flowserve Corporation Robert E. Brunner Independent Lead Director Retired Executive VP Illinois Tool Works Mary Campbell Independent Retired President — vCommerce Ventures, Qurate Retail, Inc. J. Mitchell Dolloff President & CEO Leggett & Platt, Incorporated Manuel A. Fernandez Independent Managing Director SI Ventures Karl G. Glassman Board Chairman and Former CEO Leggett & Platt, Incorporated Joseph W. McClanathan Independent Retired President & CEO — Household Products Division Energizer Holding

Executive Compensation

Executive Compensation We seek to align our executives' and shareholders' interests through pay-for-performance. In 2023, 84% of our CEO's target pay was allocated to variable compensation and 63% was delivered in equity-based awards. Our compensation structure strives to strike an appropriate balance between short-term and long-term compensation that reflects the short- and longer-term interests of the business. We believe this structure helps us attract, retain and motivate high-performing executives who will achieve outstanding results for our shareholders. Key Components of Our Executive Officers' 2023 Compensation Program Base Salary: Our executives' salaries reflect their responsibilities, performance and experience while taking into account market data, peer benchmarking and internal equity. Annual Incentive: Short-term cash incentive with payouts ranging from 0% to 200% based on adjusted earnings before interest, taxes, depreciation and amortization (EBITDA) and cash flow targets based on the Company's earning guidance for the year. Long-Term Incentive – 60% allocated to PSUs: Three-year PSUs with payouts ranging from 0% to 200%, with 50% based on total EBITDA and 50% based on return on invested capital (ROIC), subject to a payout multiplier of 0.75 to 1.25 based upon relative total shareholder return (TSR) measured against the industrial, materials and consumer discretionary sectors of the S&P 500 and S&P MidCap 400. Long-Term Incentive – 40% allocated to RSUs: The RSUs vest in 1/3 increments on the first, second and third anniversaries of the grant date, further tying our executives' pay to the Company's performance. 3 Table of Contents Key Features of Our Executive Officer Compensation Program What We Do What We Don't Do Pay for Performance – A significant majority of our Named Executive Officers' (NEOs) compensation is at-risk, variable compensation. Multiple Performance Metrics – Variable compensation is based on more than one

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