8-K
ARMSTRONG WORLD INDUSTRIES INC (AWI)
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): January 18, 2022
ARMSTRONG WORLD INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
| Pennsylvania | 1-2116 | 23-0366390 |
|---|---|---|
| (State or other jurisdiction<br><br>of incorporation or organization) | (Commission<br><br>File Number) | (IRS Employer<br><br>Identification No.) |
| 2500 Columbia Avenue P.O. Box 3001<br><br>Lancaster, Pennsylvania | 17603 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (717) 397-0611
NA
(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
| ☐ | 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<br><br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.01 par value per share | AWI | 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. ◻
Section 8 – Other Events
Item 8.01 Other Events.
On January 18, 2022, Armstrong World Industries, Inc. (the “Company”) issued a press release announcing the appointment of Austin So to the position of Senior Vice President, General Counsel and Secretary of the Company, effective February 1, 2022. Mr. So will succeed Mark Hershey, who, as previously announced, was appointed Senior Vice President, Americas as of January 1, 2022.
A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| No. 99.1<br><br><br><br>No. 104 | Press Release of Armstrong World Industries, Inc. dated January 18, 2022<br><br><br><br>Cover Page Interactive Data File (embedded within the Inline XBRL document) |
|---|
SIGNATURES
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.
| ARMSTRONG WORLD INDUSTRIES, INC. | |
|---|---|
| By: | /s/ Mark A. Hershey |
| Mark A. Hershey | |
| Senior Vice President, Americas |
Date: January 18, 2022
EX-99.1
Exhibit 99.1
Armstrong World Industries Names Austin So as SVP, General Counsel
LANCASTER, Pa., Jan. 18, 2022 – Armstrong World Industries, Inc (NYSE:AWI), a leader in the design, innovation and manufacture of commercial and residential ceiling, wall and suspension system solutions, announced today that Austin So will join AWI as senior vice president, general counsel and secretary effective Feb. 1, 2022. Mr. So succeeds Mark Hershey, who, as previously announced, assumed the position of senior vice president, Americas at the beginning of 2022. In addition to leading the company’s legal organization, Mr. So will also oversee AWI’s sustainability and compliance programs.
Mr. So joins AWI with 20 years of diverse legal experience gained from holding both corporate and private practice positions. Most recently, he served as senior vice president, chief legal officer and secretary for StoneMor Inc., an NYSE publicly traded owner and operator of cemeteries and funeral homes. Prior to StoneMor, he served as division general counsel and secretary for Heraeus Holding GMBH, a global Fortune 500 manufacturing conglomerate, where he led an international team of lawyers managing all U.S.-related litigation and commercial transactions while also supporting global M&A and compliance programs. Mr. So started his career as a corporate attorney at Cravath, Swaine & Moore LLP in New York and continued to practice both transactional law and litigation at several other prominent law firms. He also founded his own law firm specializing in providing corporate transactional and litigation support for small and midsize businesses. He holds a Bachelor of Arts from Harvard University and a Juris Doctor from the University of Pennsylvania.
“Austin is a proven leader with a broad understanding of complex legal, commercial and strategic matters. His ability to partner and collaborate across functions and regions while anticipating and mitigating risks in an engaged and proactive manner fits our culture and will serve AWI well,” said Vic Grizzle, AWI president and chief executive officer. “I am excited to welcome him to our senior leadership team and look forward to his contributions as we advance our growth strategy and continue our sustainability efforts.”
Contacts
Investors: Theresa Womble, tlwomble@armstrongceilings.com or (717) 396-6354
Media: Jennifer Johnson, jenniferjohnson@armstrongceilings.com or (866) 321-6677
About Armstrong World Industries
Armstrong World Industries 2500 Columbia Avenue, Lancaster, PA 17603
717.397.0611 | www.armstrongceilings.com
Armstrong World Industries, Inc. (AWI) is a leader in the design and manufacture of innovative commercial and residential ceiling, wall and suspension system solutions in the Americas. With $937 million in revenue in 2020, AWI has approximately 2,800 employees and a manufacturing network of 15 facilities, plus six facilities dedicated to its WAVE joint venture.
Uncertainties Affecting Forward-Looking Statements
Disclosures in this release and in our other public documents and comments may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Those statements provide our future expectations or forecasts and can be identified by our use of words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "outlook," "target," "predict," "may," "will," "would," "could," "should," "seek," and other words or phrases of similar meaning in connection with any discussion of future operating or financial performance. Forward-looking statements, by their nature, address matters that are uncertain and involve risks because they relate to events and depend on circumstances that may or may not occur in the future. As a result, our actual results may differ materially from our expected results and from those expressed in our forward-looking statements. A more detailed discussion of the risks and uncertainties that could cause our actual results to differ materially from those projected, anticipated or implied is included in the “Risk Factors” and “Management’s Discussion and Analysis” sections of our reports on Forms 10-K and 10-Q filed with the U.S. Securities and Exchange Commission. Forward-looking statements speak only as of the date they are made. We do not undertake or assume any obligation to update or revise any forward-looking statements beyond what is required under applicable securities law.
Armstrong World Industries 2500 Columbia Avenue, Lancaster, PA 17603
717.397.0611 | www.armstrongceilings.com