8-K

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 (Date of Earliest Event Reported): January 24, 2022

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THE HOME DEPOT, INC.

(Exact Name of Registrant as Specified in Charter)

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Delaware	1-8207	95-3261426
(State or Other Jurisdiction<br>of Incorporation)	(Commission<br>File Number)	(IRS Employer<br>Identification No.)

2455 Paces Ferry Road, Atlanta, Georgia 30339

(Address of Principal Executive Offices) (Zip Code)

(770) 433-8211

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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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 (see General Instruction A.2 below):

☐ 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 Symbol(s)	Name of each exchange on which registered
Common Stock, $0.05 Par Value Per Share	HD	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. ☐

Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 24, 2022, the Board of Directors of The Home Depot, Inc. (the “Company’) appointed Edward “Ted” P. Decker to the position of Chief Executive Officer (“CEO”) and President of the Company, effective March 1, 2022, and appointed Mr. Decker to the Company’s Board of Directors, effective March 1, 2022. Current Chairman and CEO Craig A. Menear will step down from the CEO position, effective March 1, 2022, and remain as Chair of the Board of Directors.

Mr. Decker, age 58, has served as President and Chief Operating Officer since October 2020. Mr. Decker previously served as Executive Vice President – Merchandising of the Company from August 2014 to October 2020. From October 2006 through July 2014, he served as Senior Vice President – Retail Finance, Pricing Analytics, and Assortment Planning. Mr. Decker joined The Home Depot in 2000 and held various strategic planning roles, including serving as Vice President – Strategic Business Development from November 2002 to April 2006 and Senior Vice President – Strategic Business and Asset Development from April 2006 to September 2006.

A copy of the press release announcing these changes is attached hereto as Exhibit 99.1.

The Company will file an amendment to this Form 8-K regarding the terms of any material changes to the employment arrangements of Mr. Decker or Mr. Menear within four business days of the determination of such information.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits

Exhibit	Description
99.1	Press Release of The Home Depot, Inc.
104	The cover page of this Current Report on Form 8-K formatted in Inline XBRL (included as 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.

	THE HOME DEPOT, INC.
Date: January 27, 2022	By:	/s/ Teresa Wynn Roseborough
	Name:	Teresa Wynn Roseborough
	Title:	Executive Vice President, General Counsel and Corporate Secretary

3

Document

Exhibit 99.1

The Home Depot Names Ted Decker CEO,

Effective March 1, 2022

Craig Menear Continues as Chair of the Board

ATLANTA, Jan. 27, 2022 – The Home Depot®, the world’s largest home improvement retailer, today announced that Edward “Ted” Decker has been named CEO and president, and has been elected to the company’s board of directors, all effective March 1, 2022. Craig Menear, currently chairman and CEO, will continue to serve as Chair of the Board.

“As a 22-year associate of The Home Depot, Ted has nurtured our culture by living our values and demonstrating servant leadership throughout his career,” said Menear. “Ted has grown with the company by taking on expanded roles of leadership from his time in Strategic Business Development, Finance and Merchandising to leading our day-to-day interconnected operations in his role as President and COO. His ability to blend the art and science of retail is exactly what is needed in the next phase of growth for The Home Depot. I have tremendous confidence that he will guide our company to new heights.”

Decker joined The Home Depot in 2000 and was named president and chief operating officer (COO) in October 2020, where he was responsible for global store operations, global supply chain, outside sales and service, real estate, as well as merchandising, marketing and online strategy, serving Pro and DIY customers in stores and online. Previously, Decker served as chief merchant and executive vice president of merchandising, where he was responsible for all store and online merchandising departments, merchandising strategy, vendor management and services, and in-store environment.

“On behalf of the board, I want to thank Craig for his exceptional leadership over the last seven years,” said Greg Brenneman, the board’s lead director. “Among Craig’s many accomplishments, he has built a world-class leadership team, driven a bold strategic vision focused on the interconnected retail experience, and delivered outstanding results for our shareholders – all while fostering The Home Depot’s unique, values-driven culture. We are fortunate to have a strong successor in Ted and look forward to working with him and the entire Home Depot management team as the business enters its next phase of growth.”

ABOUT THE HOME DEPOT

The Home Depot is the world’s largest home improvement specialty retailer. At the end of the third quarter, the company operated a total of 2,317 retail stores in all 50 states, the District of Columbia, Puerto Rico, the U.S. Virgin Islands, Guam, 10 Canadian provinces and Mexico, including 14 stores in the U.S. from a small acquisition completed during the second quarter of fiscal 2021. The company employs approximately 500,000 associates. The Home Depot’s stock is traded on the New York Stock Exchange (NYSE: HD) and is included in the Dow Jones industrial average and Standard & Poor’s 500 index.

For more information, contact:

Financial Community	News Media
Isabel Janci	Sara Gorman
Vice President of Investor Relations and Treasurer	Senior Director, Corporate Communications
770-384-2666	470-332-2367
isabel_janci@homedepot.com	sara_gorman@homedepot.com