UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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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 Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
On April 15, 2020, Mohawk Industries, Inc. (the “Company”) announced that Mr. Frank H. Boykin was named as Chief Financial Officer, effective April 15, 2020. Mr. Boykin previously served as Chief Financial Officer of the Company from January 2005 until his retirement in March 2019. Mr. Boykin has continued to serve as a consultant to the Company following his retirement in March 2019.
Mr. Boykin, age 64, joined the Company in April 1993 as Corporate Controller and served in such capacity until May 1999, when he was appointed Vice President – Finance. Before joining the Company, Mr. Boykin served as a Senior Manager at KPMG LLP, a worldwide audit, tax and advisory services firm. In connection with Mr. Boykin’s appointment, the Compensation Committee of the Board of Directors of the Company approved an annualized salary of $2,700,000. Mr. Boykin has no family relationship with any director or executive officer of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Mr. Boykin succeeds Glenn R. Landau, who resigned as Executive Vice President and Chief Financial Officer of the Company on April 15, 2020 to pursue other interests. Mr. Landau’s separation agreement provides that he will receive a payment equal to nine months cash compensation, in exchange for his release of all potential claims against the Company and an agreement not to compete with the Company and not to solicit employees or customers of the Company. In addition, 1878 shares of restricted stock held by Mr. Landau that are scheduled to vest in the future will remain outstanding and continue to vest, provided Mr. Landau complies with the restrictive covenants contained in his separation agreement.
| Item 7.01. | Regulation FD Disclosure. |
On April 15, 2020, the Company issued a press release announcing the executive leadership changes set forth in Item 5.02 above. A copy of the Company’s press release is attached hereto as Exhibit 99.1.
This information, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| 99.1 |
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| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
| Mohawk Industries, Inc. | ||||||
| By: |
/s/ R. David Patton | |||||
| R. David Patton | ||||||
| Date: April 15, 2020 |
Vice President Business Strategy, General Counsel and Secretary | |||||
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Exhibit 99.1
| NEWS RELEASE |
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Date: April 15, 2020
For Release: Immediately
MOHAWK NAMES FRANK BOYKIN
CHIEF FINANCIAL OFFICER
Calhoun, Georgia, April 15, 2020 - Mohawk Industries, Inc. (NYSE: MHK) today announced the appointment of Frank H. Boykin as chief financial officer, effective April 15, 2020.
“During his 25 years with the business, Frank played an important role in Mohawk’s growth,” said Jeff Lorberbaum, Mohawk’s chairman and chief executive officer. “He upgraded the performance of our finance team and gained the confidence of investors and analysts. I have asked Frank to resume the responsibilities of chief financial officer because his knowledge of all aspects of our business and the industry is a great asset to us in this environment.”
Boykin, 64, previously served as Mohawk’s chief financial officer from 2005 to 2019. He initially joined the Company as corporate controller in 1993. Boykin retired in 2019 and has continued to support the business as a senior consultant for the past year.
“I’m pleased to return to Mohawk to help the business navigate through these challenging times,” said Boykin. “In my consulting role I’ve maintained close ties to the business and am ready to step in immediately. I look forward to rejoining our outstanding finance team and working with the leadership team to manage the initiatives to help us thrive when we emerge from the current downturn.”
Glenn Landau, former chief financial officer, will leave the Company on April 15, 2020 to pursue other interests.
ABOUT MOHAWK INDUSTRIES
Mohawk Industries is the leading global flooring manufacturer that creates products to enhance residential and commercial spaces around the world. Mohawk’s vertically integrated manufacturing and distribution processes provide competitive advantages in the production of carpet, rugs, ceramic tile, laminate, wood, stone and vinyl flooring. Our industry-leading innovation has yielded products and technologies that differentiate our brands in the marketplace and satisfy all remodeling and new construction requirements. Our brands are among the most recognized in the industry and include American Olean, Daltile, Durkan, Feltex, Godfrey Hirst, IVC, Karastan, Marazzi, Mohawk, Mohawk Group, Pergo, Quick-Step and Unilin. During the past decade, Mohawk has transformed its business from an American carpet manufacturer into the world’s largest flooring company with operations in Australia, Brazil, Canada, Europe, India, Malaysia, Mexico, New Zealand, Russia and the United States.
Certain of the statements in the immediately preceding paragraphs, particularly anticipating future performance, business prospects, growth and operating strategies and similar matters and those that include the words “could,” “should,” “believes,” “anticipates,” “expects,” and “estimates,” or similar expressions constitute “forward-looking statements.” For those statements, Mohawk claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. There can be no assurance that the forward-looking statements will be accurate because they are based on many assumptions, which involve risks and uncertainties. The following important factors could cause future results to differ: changes in economic or industry conditions; competition; inflation and deflation in raw material prices and other input costs; inflation and deflation in consumer markets; energy costs and supply; timing and level of capital expenditures; timing and implementation of price increases for the Company’s products; impairment charges; integration of acquisitions; international operations; introduction of new products; rationalization of operations; taxes and tax reform, product and other claims; litigation; the risks and uncertainty related to the COVID-19 pandemic; and other risks identified in Mohawk’s SEC reports and public announcements.