8-K
Clorox Co /De/ (CLX)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549____________________
FORM 8-K
CURRENT REPORTPursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 9, 2020
THE CLOROX COMPANY (Exact name of registrant as specified in its charter) ____________________
| Delaware | 1-07151 | 31-0595760 |
|---|---|---|
| (State or other jurisdiction of<br>incorporation) | (Commission File Number) | (I.R.S. Employer<br>Identification No.) |
1221 Broadway, Oakland, California 94612-1888 (Address of principal executive offices) (Zip code)
(510) 271-7000
(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<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock - $1.00 par value | CLX | 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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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 April 9, 2020, the Board of Directors (the “Board”) of The Clorox Company (the “Company”) elected Kathryn Tesija to the Board, effective May 18, 2020. The committees of the Board on which Ms. Tesija will serve have not yet been determined. Ms. Tesija will be provided with the Company’s standard non-employee director compensation and director indemnification agreement.
A press release announcing the election of Ms. Tesija is filed as Exhibit 99.1 and is incorporated herein in its entirety.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
See the Exhibit Index below.
EXHIBIT INDEX
| Exhibit | Description |
|---|---|
| 99.1 | Press Release dated April 10, 2020, of The Clorox Company |
| 104 | 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.
| THE CLOROX COMPANY | ||
|---|---|---|
| Date: April 10, 2020 | By: | /s/ Laura Stein |
| Executive Vice President – | ||
| General Counsel and Corporate Affairs | ||
| PRESS RELEASE | ||
| --- |
Veteran Retail Leader Kathryn Tesija Elected to Clorox Board
OAKLAND, Calif., April 10, 2020 – The Clorox Company (NYSE:CLX) today announced the election of Kathryn (Kathee) Tesija to its board of directors, effective May 18, 2020.Tesija previously led all merchandising and supply chain efforts for Target Corporation.
“As a longtime enterprise leader in the retail industry, Kathee will add valuable perspectives to our board,” said Clorox lead independent director Pamela Thomas-Graham. “In addition, her expertise in digital, innovation, marketing and consumer behavior will help us in our efforts to drive our strategy of innovating brands and shopping experiences and ultimately enable us to better serve people.”
Tesija, 57, has been a senior adviser and consultant at Simpactful LLC, a CPG/retail consultancy firm, since 2016. Previously, she served as executive vice president and chief merchandising and supply chain officer for Target Corporation, the second-largest discount retailer in the United States, from 2008 to 2015. In this role, she oversaw all functions of product design and development, sourcing, merchandising, presentation, inventory management, operations, and global supply chain for Target.com and nearly 1,800 retail stores. During her tenure at Target beginning in 1986, she served in numerous positions of responsibility, including director, merchandise planning; senior vice president, hardlines merchandising; and strategic adviser.
In addition, she has served on the board of Verizon Communications since 2012 and on the board of Woolworths Group Limited since 2016.
Tesija holds a bachelor’s degree from the University of Wisconsin-Stout.
Additional information about The Clorox Company board of directors can be found at www.thecloroxcompany.com.
The Clorox Company
The Clorox Company (NYSE: CLX) is a leading multinational manufacturer and marketer of consumer and professional products with approximately 8,800 employees worldwide and fiscal year 2019 sales of $6.2 billion. Clorox markets some of the most trusted and recognized consumer brand names, including its namesake bleach and cleaning products; Pine-Sol^®^cleaners; Liquid-Plumr^®^clog removers; Poett^®^home care products; Fresh Step^®^cat litter; Glad^®^bags, wraps and containers; Kingsford^®^charcoal; Hidden Valley^®^dressings and sauces; Brita^®^water-filtration products; Burt's Bees^®^natural personal care products; RenewLife^®^digestive health products; and Rainbow Light^®^, Natural Vitality™ and NeoCell^®^dietary supplements. The company also markets industry-leading products and technologies for professional customers, including those sold under the CloroxPro™ and Clorox Healthcare^®^brand names. Nearly 80% of the company’s sales are generated from brands that hold the No. 1 or No. 2 market share positions in their categories.
Clorox is a signatory of the United Nations Global Compact and the Ellen MacArthur Foundation’s New Plastics Economy Global Commitment. The company has been broadly recognized for its corporate responsibility efforts, included on CR Magazine's 2019 100 Best Corporate Citizens list, Barron’s 2020 100 Most Sustainable Companies, the Human Rights Campaign’s 2020 Corporate Equality Index and the 2019 Bloomberg Gender Equality Index, among others. In support of its communities, The Clorox Company and its foundations contributed about $12 million in combined cash grants, product donations and cause marketing in fiscal year 2019. For more information, visit TheCloroxCompany.com, including the Good Growth blog, and follow the company on Twitter at @CloroxCo.
Media Relations
Aileen Zerrudo aileen.zerrudo@clorox.com Naomi Greer naomi.greer@clorox.com
Investor Relations
Lisah Burhan lisah.burhan@clorox.com Joel Ramirez joel.ramirez@clorox.com
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