Deere & Co 8-K, filed May 31, 2022
Deere & Co (DE)
About this 8-K
Deere & Co filed this 8-K on May 31, 2022.
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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CURRENT REPORT
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Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Election of Chief Financial Officer
Deere & Company (the “Company”) announced that its board of directors (the “Board”) has elected Rajesh Kalathur to the additional role of Chief Financial Officer, effective May 31, 2022. Following the effectiveness of the election, Mr. Kalathur will hold the roles of President, John Deere Financial and Senior Vice President, Global Information Technology and Chief Financial Officer. Mr. Kalathur replaces Ryan D. Campbell, who has been elected by the Board to the position of President, Worldwide Construction & Forestry and Power Systems.
Mr. Kalathur, 53, has served as the President of John Deere Financial since 2019. He also served as the Company’s Chief Information Officer from 2018-2022. Prior to these roles, he served as the Company’s Chief Financial Officer from 2012-2019. Mr. Kalathur joined the Company in 1996 and has held positions with increasing responsibilities in finance, business development, logistics, operations, and marketing before becoming a member of the senior leadership team in 2012.
In connection with his new role, Mr. Kalathur will receive an annualized salary of $887,758, an increase of five percent. Mr. Kalathur will continue to participate in the Company’s short-term incentive (STI) and long-term incentive (LTIC) cash plans that will payout based on the Company’s Operating Return on Assets (OROA), Operating Return on Sales (OROS), Return on Equity (ROE), Shareholder Value Added (SVA), and Total Shareholder Return (TSR) during the relevant performance periods. The target award under the STI plan for Mr. Kalathur for the fiscal 2022 performance period will be $887,759, an increase proportionate to his salary increase of five percent. Mr. Kalathur’s STI rate as a percent of annual base pay remains at 100%. Mr. Kalathur’s target award under the LTIC plan for the performance period ending in fiscal 2022 will be $932,147, an increase proportionate to his salary increase of five percent. The LTIC rate as a percent of annual base pay remains at 105%. There are no changes to Mr. Kalathur’s equity awards that were granted in December 2021 under the long-term incentive (LTI) plan.
Awards for Mr. Kalathur under the incentive cash plans are based in part on base salary during the performance periods. Actual payouts likely will differ based on actual Company performance during the performance periods and any additional changes in salary. Other benefits available to named executive officers are described in the Company’s proxy statement filed with the Securities and Exchange Commission on January 7, 2022, and which descriptions are incorporated herein by reference.
There are no family relationships or related party transactions between Mr. Kalathur and the Company or any director, executive officer, or person nominated or chosen by the Company to become a director or executive officer.
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Item 7.01Regulation FD Disclosure.
The elections described above and other related senior management changes for the Company are further described in the press release issued by the Company on May 31, 2022, which is attached hereto and incorporated herein by reference as Exhibit 99.1.
The information disclosed in this Item 7.01 is not filed for purposes of the Securities Exchange Act of 1934 and is not deemed incorporated by reference by any general statements incorporating by reference this report or future filings into any filings under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent the Company specifically incorporates the information by reference.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits.
Number 99.1 | Description of Exhibit |
104 | Cover Page Interactive Data File (the cover page XBRL tags are imbedded in 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.
| DEERE & COMPANY | |
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| By: | /s/ Edward R. Berk |
| | Edward R. Berk |
| | Secretary |
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Dated: May 31, 2022 | | |
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Exhibit 99.1
News Release |
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Contact:
Jen Hartmann
Director, Public Relations
HartmannJenniferA@JohnDeere.com
Deere Announces Senior Leadership Changes including Ryan Campbell as President, Worldwide Construction & Forestry; Raj Kalathur as CFO
· | The Deere & Company Board of Directors has elected Ryan Campbell as President, Worldwide Construction & Forestry and Power Systems effective May 31 |
· | Deere also announced the election of Raj Kalathur as the company’s Chief Financial Officer |
MOLINE, IL (May 31, 2022) – Deere & Company (NYSE:DE) announced that its Board of Directors elected Ryan Campbell as President, Worldwide Construction & Forestry and Power Systems effective May 31. He is succeeding John Stone, who has elected to leave the company.
In his new role, Campbell will be leading the Construction & Forestry team to increase the adoption of precision technology in earthmoving, forestry and roadbuilding applications, as well as delivering a broad range of electric and hybrid-electric product models – all with a goal to boost economic value and sustainability for customers. Campbell will additionally be leading the company’s commitment to deliver viable low/no carbon alternative power solutions via Deere’s Power Systems group.
Throughout his tenure, Campbell has spearheaded initiatives focused on enhancing Deere’s profitability and strategic positioning, developing future leaders, and has been an unrelenting advocate for driving higher levels of commitment to economic and environmental sustainability through Deere’s digitalization journey.
“Ryan’s record of success and proven leadership skills make him highly qualified to ensure we will make continued progress executing our smart industrial strategy and in serving our construction, forestry and power systems customers at the highest level,” said John C. May, Chairman and Chief Executive Officer.
Deere also announced the election of Raj Kalathur as the company’s Chief Financial Officer. He will retain his present duties for John Deere Financial and have continued oversight for information technology. His areas of responsibility as CFO include accounting and reporting, treasury, taxes, internal audit, strategy and business development, sustainability, and investor relations.
Prior to assuming his current role, Kalathur was President, John Deere Financial and Chief Information Officer (CIO) where he led the team responsible for ensuring that John Deere equipment customers throughout the world have ready access to competitive financing. Under Kalathur’s leadership, the John Deere Financial loan portfolio has grown 15% to over $50 billion. In addition, Kalathur served as CIO and successfully helped lead the company’s digitalization journey. His CIO responsibilities will now be led by Ganesh Jayaram who has been appointed as the Chief Information Officer, effective May 31.
“The leadership changes announced today reflect the depth of talent on our senior management team and ensure we will make continued progress executing our smart industrial strategy,” said May.
About Deere & Company:
Deere & Company (www.JohnDeere.com) is a global leader in the delivery of agricultural, construction, and forestry equipment. We help our customers push the boundaries of what’s possible in ways that are more productive and sustainable to help life leap forward. Our technology-enabled products including John Deere Autonomous 8R Tractor, See & Spray™, and E-Power Backhoe are just some of the ways we help meet the world's increasing need for food, shelter, and infrastructure. Deere & Company also provides financial services through John Deere Financial.
For more information on Deere & Company, visit us at www.deere.com/en/news/.
