Owens Corning Announces Director Changes and Compensation Updates

Ticker: OC · Form: 8-K · Filed: 2025-07-21T00:00:00.000Z

Sentiment: neutral

Topics: board-changes, executive-compensation, governance

TL;DR

OC board shakeup: Thaman out, new directors in, comp plans adjusted.

AI Summary

Owens Corning announced on July 16, 2025, the departure of director Michael H. Thaman and the appointment of new directors, including Christopher L. Stansbury and Mark S. Tarczynski. The company also announced changes to its executive compensation arrangements.

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: medium — Director departures and changes in compensation can sometimes indicate underlying issues or strategic shifts that may carry risks.

Key Players & Entities

FAQ

Who has departed from the Owens Corning Board of Directors?

Michael H. Thaman has departed from the Owens Corning Board of Directors as of July 16, 2025.

Who are the newly appointed directors at Owens Corning?

Christopher L. Stansbury and Mark S. Tarczynski have been appointed as directors at Owens Corning.

What is the date of the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing is July 16, 2025.

What other items are covered in this 8-K filing besides director changes?

This 8-K filing also covers the election of directors and compensatory arrangements of certain officers.

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

0001370946-25-000199.txt : 20250721 0001370946-25-000199.hdr.sgml : 20250721 20250721162931 ACCESSION NUMBER: 0001370946-25-000199 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 12 CONFORMED PERIOD OF REPORT: 20250716 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20250721 DATE AS OF CHANGE: 20250721 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 EIN: 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: 251137569 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-20250716.htm 8-K oc-20250716 0001370946 false 0001370946 2025-07-16 2025-07-16 0001370946 2025-05-05 2025-05-05 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 16, 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On July 16, 2025, Gunner Smith, President, Roofing and executive officer of Owens Corning (the "Company"), notified the Company that he will resign to pursue another opportunity. Mr. Smith will transition from President, Roofing to an executive consultant, effective July 21, 2025, and his employment with the Company will term

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