Carpenter Technology Corp 8-K, filed Oct 15, 2026
Carpenter Technology Corp (CRS)
8-K
2026-10-15
For: 2026-10-12
View Original
Added on
October 15, 2026
About this 8-K
Carpenter Technology Corp filed this 8-K on October 15, 2026, reporting on events of October 12, 2026.
Carpenter Technology Corporation announced James D. Dee will retire as Senior Vice President, General Counsel and Secretary effective December 31, 2026, and appointed Jed S. Freeman Vice President, General Counsel and Secretary effective January 1, 2027. AI summary
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report: October 12, 2026
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(Exact name of registrant as specified in its charter)
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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:
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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).
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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.
Retirement of James D. Dee
On October 12, 2026, James D. Dee, Senior Vice President, General Counsel and Secretary of Carpenter Technology Corporation (the “Company”), notified the Company of his decision to retire, effective December 31, 2026 (the “Retirement Date”). Mr. Dee will remain employed by the Company in his role as Senior Vice President, General Counsel and Secretary through the Retirement Date to support an orderly transition. Mr. Dee’s decision to retire was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Appointment of Jed S. Freeman
The Board of Directors of the Company has appointed Jed S. Freeman, the Company’s current Deputy General Counsel, to the position of Vice President, General Counsel and Secretary of the Company, effective January 1, 2027, following Mr. Dee’s retirement.
Mr. Freeman joined the Company in 2007 and currently serves as Deputy General Counsel, where he has responsibility for a broad range of legal, regulatory, compliance, real estate and employment matters. Prior to joining the Company, Mr. Freeman was a litigation attorney for over fourteen years, where he litigated actions involving complex commercial, employment, workers’ compensation and other civil law matters. Mr. Freeman earned an undergraduate degree from Rutgers University and a Juris Doctor degree from Saint Louis University School of Law.
Mr. Freeman does not have any family relationships with any director or executive officer of the Company, and there are no arrangements or understandings between Mr. Freeman and any other persons pursuant to which Mr. Freeman was selected to his position. Neither Mr. Freeman nor any related person of Mr. Freeman has a direct or indirect material interest in any existing or currently proposed transaction to which the Company is or may become a party.
Item 7.01 – Regulation FD Disclosure.
A copy of the press release announcing the retirement of Mr. Dee and appointment of Mr. Freeman is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in Item 7.01 and in Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission by the Company, whether before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 - Financial Statements and Exhibits.
(d): Exhibits:
Exhibit No. | Description | |||||||
99.1 | ||||||||
104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | |||||||
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.
CARPENTER TECHNOLOGY CORPORATION | ||||||||
By: | /s/ Timothy Lain | |||||||
Name: | Timothy Lain | |||||||
Title: | Senior Vice President and Chief Financial Officer | |||||||
Date: October 15, 2026 | ||||||||
Exhibit 99.1
CARPENTER TECHNOLOGY CORPORATION ANNOUNCES GENERAL COUNSEL SUCCESSION
James D. Dee to retire; Jed S. Freeman appointed as next General Counsel
PHILADELPHIA, October 15, 2026 (GLOBE NEWSWIRE) -- Carpenter Technology Corporation (NYSE: CRS) announced today that James D. Dee, Senior Vice President, General Counsel and Secretary, has elected to retire effective December 31, 2026, after sixteen years of service to the Company. Jed S. Freeman, who has served the Company for nineteen years and currently serves as Deputy General Counsel, has been appointed Vice President, General Counsel and Secretary, effective January 1, 2027.
“Jim has been a trusted adviser throughout his time with Carpenter Technology,” said Tony Thene, Chairman, President and Chief Executive Officer. “We are grateful for his significant contributions to the Company. On behalf of the Board of Directors and the entire Carpenter Technology team, I want to thank Jim for his service and wish him the best in retirement.”
Thene continued, “We are pleased to appoint Jed Freeman as our next Vice President, General Counsel and Secretary. Jed is highly respected with a deep knowledge of our business, our industry and the legal and regulatory matters that affect our Company. His extensive experience, strong relationships across the organization, commitment to integrity, and sound judgment will support a seamless transition.”
Mr. Dee will remain with the Company through December 31, 2026 to support an orderly transition.
Jed Freeman joined Carpenter Technology in 2007 and most recently serves as Deputy General Counsel where he has responsibility for a broad range of legal, regulatory, compliance, real estate and employment matters. Prior to joining Carpenter Technology, he was a Litigation Attorney for over fourteen years where he litigated actions involving complex commercial, employment, worker’s compensation and other civil law matters. Mr. Freeman earned an undergraduate degree from Rutgers University and Juris Doctor Degree from Saint Louis University School of Law.
About Carpenter Technology
Carpenter Technology Corporation is a recognized leader in high-performance specialty alloy materials and process solutions for critical applications in the aerospace and defense, medical, transportation, energy, and industrial and consumer markets. Founded in 1889, Carpenter Technology has evolved to become a pioneer in premium specialty alloys including nickel, cobalt, and titanium and material process capabilities that solve our customers' current and future material challenges. More information about Carpenter Technology can be found at www.carpentertechnology.com.
Exhibit 99.1
Investor Inquiries: | Media Inquiries: | ||||
John Huyette | Heather Beardsley | ||||
+1 610-208-2061 | +1 610-208-2278 | ||||
jhuyette@cartech.com | hbeardsley@cartech.com | ||||