Owens Corning Board Shakeup & Impairments

Ticker: OC · Form: 8-K · Filed: 2025-02-14T00:00:00.000Z

Sentiment: mixed

Topics: board-changes, impairment, personnel

Related Tickers: OC

TL;DR

OC board changes, Thaman out, new directors in, plus Composites segment impairments.

AI Summary

On February 13, 2025, Owens Corning announced the departure of Director Michael H. Thaman, effective immediately. The company also announced the election of new directors, including Christopher L. Heckman and Mark J. Tarczynski, to its Board. Additionally, Owens Corning is reporting material impairments related to its Composites segment.

Why It Matters

Changes in board composition and material impairments can signal shifts in company strategy or financial performance, impacting investor confidence and future outlook.

Risk Assessment

Risk Level: medium — The departure of a long-standing director and material impairments suggest potential underlying issues or strategic shifts that warrant investor attention.

Key Players & Entities

FAQ

What is the effective date of Michael H. Thaman's departure from the Board of Directors?

Michael H. Thaman's departure from the Board of Directors was effective immediately as of February 13, 2025.

Who are the newly elected directors to the Owens Corning Board?

Christopher L. Heckman and Mark J. Tarczynski have been elected as new directors to the Owens Corning Board.

What specific item information is being reported in this 8-K filing?

This 8-K filing reports on Material Impairments, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, and Other Events.

What segment of Owens Corning is experiencing material impairments?

The Composites segment of Owens Corning is experiencing material impairments.

What is the principal executive office address for Owens Corning?

The principal executive office address for Owens Corning is One Owens Corning Parkway, Toledo, Ohio 43659.

From the Filing

0001370946-25-000070.txt : 20250214 0001370946-25-000070.hdr.sgml : 20250214 20250214073603 ACCESSION NUMBER: 0001370946-25-000070 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 13 CONFORMED PERIOD OF REPORT: 20250213 ITEM INFORMATION: Material Impairments ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Other Events FILED AS OF DATE: 20250214 DATE AS OF CHANGE: 20250214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Owens Corning CENTRAL INDEX KEY: 0001370946 STANDARD INDUSTRIAL CLASSIFICATION: ABRASIVE ASBESTOS & MISC NONMETALLIC MINERAL PRODUCTS [3290] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33100 FILM NUMBER: 25623237 BUSINESS ADDRESS: STREET 1: ONE OWENS CORNING PARKWAY CITY: TOLEDO STATE: OH ZIP: 43659 BUSINESS PHONE: 419-248-8000 MAIL ADDRESS: STREET 1: ONE OWENS CORNING PARKWAY CITY: TOLEDO STATE: OH ZIP: 43659 FORMER COMPANY: FORMER CONFORMED NAME: Owens Corning (Reorganized) Inc. DATE OF NAME CHANGE: 20060731 8-K 1 oc-20250213.htm 8-K oc-20250213 0001370946 false 0001370946 2025-02-13 2025-02-13 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):  February 13, 2025 ______________________________________ Owens Corning (Exact name of registrant as specified in its charter)     ______________________________________ DE 1-33100 43-2109021 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) One Owens Corning Parkway Toledo, Ohio 43659 (Address of principal executive offices)     (Zip Code) 419 - 248-8000 (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: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.01 per share OC New York Stock Exchange 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. Item 2.06. Material Impairments. In connection with the Transaction (as described below), Owens Corning (the “Company”) will sell the Company’s global glass reinforcements business (the “GR Business”), which comprises part of the Company’s Composites business segment. As a result, under United States generally accepted accounting principles, beginning with the quarterly rep

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