Smucker's 8-K: Leadership Changes and Bylaw Amendments

TL;DR

Smucker's board is shaking up: Mark Smucker out, new CFO/CAO in, bylaws changed.

AI Summary

On April 30, 2025, The J. M. Smucker Company filed an 8-K report detailing several key events. These include the departure of director Mark T. Smucker, the election of new director Steven M. Newell, and the appointment of new officers including Brian R. Kelly as Chief Financial Officer and Geoff R. Tanner as Chief Accounting Officer. The company also announced amendments to its bylaws and reported on compensatory arrangements for its officers.

Why It Matters

This filing indicates significant shifts in the company's leadership and governance structure, which could impact strategic direction and financial oversight.

Risk Assessment

Risk Level: medium — Leadership changes and bylaw amendments can signal internal shifts that may affect future performance or strategy.

Key Players & Entities

• The J. M. Smucker Company (company) — Registrant
• Mark T. Smucker (person) — Departing Director
• Steven M. Newell (person) — Newly Elected Director
• Brian R. Kelly (person) — Appointed Chief Financial Officer
• Geoff R. Tanner (person) — Appointed Chief Accounting Officer

FAQ

From the Filing

0001193125-25-105911.txt : 20250430 0001193125-25-105911.hdr.sgml : 20250430 20250430090119 ACCESSION NUMBER: 0001193125-25-105911 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 16 CONFORMED PERIOD OF REPORT: 20250430 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250430 DATE AS OF CHANGE: 20250430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: J M SMUCKER Co CENTRAL INDEX KEY: 0000091419 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FRUITS, VEG & PRESERVES, JAMS & JELLIES [2033] ORGANIZATION NAME: 04 Manufacturing EIN: 340538550 STATE OF INCORPORATION: OH FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05111 FILM NUMBER: 25891282 BUSINESS ADDRESS: STREET 1: ONE STRAWBERRY LANE CITY: ORRVILLE STATE: OH ZIP: 44667 BUSINESS PHONE: 3306823000 MAIL ADDRESS: STREET 1: ONE STRAWBERRY LANE CITY: ORRVILLE STATE: OH ZIP: 44667 FORMER COMPANY: FORMER CONFORMED NAME: SMUCKER J M CO DATE OF NAME CHANGE: 19920703 8-K 1 d27261d8k.htm 8-K 8-K J M SMUCKER Co NYSE false 0000091419 --04-30 0000091419 2025-04-30 2025-04-30     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): April 30, 2025     THE J. M. SMUCKER COMPANY (Exact name of registrant as specified in its charter)       Ohio   001-05111   34-0538550 (State or other jurisdiction of incorporation or organization)   (Commission File Number)   (I.R.S. Employer Identification No.)   One Strawberry Lane   Orrville , Ohio   44667-0280 (Address of principal executive offices)   (Zip code) Registrant’s telephone number, including area code: (330) 682-3000 Not Applicable (Former name, former address and former fiscal year, 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 shares, no par value   SJM   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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Promotion of John Brase to President and Chief Operating Officer On April 30, 2025, The J. M. Smucker Company (the “Company”) issued a pre