Franklin Electric Reports Director & Officer Changes

Ticker: FELE · Form: 8-K · Filed: Jul 1, 2024 · CIK: 38725

Sentiment: neutral

Topics: governance, executive-compensation, board-changes

Related Tickers: FELE

TL;DR

Franklin Electric filed an 8-K on July 1st detailing director departures, new elections, and executive pay adjustments.

AI Summary

Franklin Electric Co., Inc. filed an 8-K on July 1, 2024, reporting changes related to its board of directors and executive compensation. The filing indicates a departure of directors or certain officers, the election of new directors, and updates to compensatory arrangements for certain officers. Specific details regarding the individuals involved and the nature of the compensatory changes are not elaborated in this initial filing summary.

Why It Matters

Changes in a company's board of directors and executive compensation can signal shifts in strategy, governance, or financial outlook, impacting investor confidence and stock performance.

Risk Assessment

Risk Level: medium — Changes in directorship and executive compensation can sometimes precede significant strategic shifts or indicate internal challenges, warranting closer investor scrutiny.

Key Players & Entities

FAQ

What specific events triggered the reporting of director or officer departures?

The filing indicates the departure of directors or certain officers as an event reported on July 1, 2024, but does not specify the exact reasons or individuals in this summary.

Who were the newly elected directors?

The filing states the election of directors as an event reported on July 1, 2024, but does not name the individuals elected.

What are the key changes in compensatory arrangements for officers?

The filing notes updates to compensatory arrangements of certain officers, but the specific details of these arrangements are not provided in the initial summary.

What is the significance of the filing date of July 1, 2024?

July 1, 2024, is the date of the earliest event reported in this Form 8-K, indicating when the changes in directors or officers and compensatory arrangements occurred or were decided.

Does this filing indicate any financial performance issues?

This filing primarily concerns corporate governance and executive compensation changes; it does not directly report on financial performance.

Filing Stats: 686 words · 3 min read · ~2 pages · Grade level 10.8 · Accepted 2024-07-01 16:37:44

Key Financial Figures

Filing Documents

From the Filing

fele-20240701 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): July 1, 2024 FRANKLIN ELECTRIC CO., INC. (Exact name of registrant as specified in its charter) Indiana 0-362 35-0827455 (State of incorporation) (Commission File Number) (IRS employer identification no.) 9255 Coverdale Road Fort Wayne, Indiana 46809 (Address of principal executive offices) (Zip code) ( 260 ) 824-2900 (Registrant's telephone number, including area code) 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: 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)) Securities registered pursuant to Section 12(b) of the Act: Common Stock, $0.10 par value FELE NASDAQ Global Select Market (Title of each class) (Trading symbol) (Name of each exchange on which registered) Indicate by check mark whether the registrant is an emerging growth company as defined in 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. Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On July 1, 2024, the Board of Directors (the "Board") of Franklin Electric Co., Inc. (the "Company") appointed Mr. Joseph Ruzynski as a director, effective immediately. Mr. Ruzynski's term will expire at the Company's 2027 Annual Meeting of Shareholders. Mr. Ruzynski was appointed to serve as a director in conjunction with his appointment as Chief Executive Officer of the Company, as previously reported by the Company on form 8-K filed with the SEC on May 14, 2024 (the "May 14 Form 8-K"). Mr. Ruzynski will not be compensated by the Company for his services as a director. In connection with his appointment as Chief Executive Officer, Mr. Ruzynski entered into an offer letter as described in the May 14 Form 8-K, a copy of which will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024. Mr. Ruzynski also entered into an employment security agreement that provides certain benefits upon a change in control of the Company. The terms of the agreement are consistent with the form of Employment Security Agreement described in the Company's proxy statement filed with the SEC on March 19, 2024, such description being qualified in its entirety by the full text of the form Employment Security Agreement, a copy of which was previously filed as Exhibit 10.13 to the Company's Annual Report on Form 10-K filed with the SEC on February 23, 2024. Other than the foregoing, Mr. Ruzynski is not a party to any arrangement or understanding with any person pursuant to which he was appointed as director, nor is he party to any transactions required to be disclosed under Item 404(a) of Regulation S-K involving the Company. Upon the appointment of Mr. Ruzynski to the position of Chief Executive Officer, Mr. Sengstack stepped down from that position and remains the Execuive Chairperson. 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 undersigned hereunto duly authorized. FRANKLIN ELECTRIC CO., INC. (Registrant) Date: July 1, 2024 By /s/ Jeffery L. Taylor Jeffery L. Taylor Vice President, Chief Financial Officer (Principal Financial and Accounting Officer)

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