8-K

MCCORMICK & CO INC (MKC)

8-K 2026-01-21 For: 2026-01-19
View Original
Added on April 10, 2026

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 19, 2026
McCormick & Co Inc.
---

(Exact name of registrant as specified in its charter)

Maryland 001-14920 52-0408290
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
24 Schilling Road Suite 1
Hunt Valley Maryland 21031
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 410 771-7301
--- --- ---

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 MKC-V New York Stock Exchange
Common Stock Non-Voting MKC 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 of Certain Officers: Election of Directors: Appointment of Certain Officers: Compensatory arrangements of Certain Officers.

A. Retirement of Maritza G. Montiel

On January 19, 2026, Maritza G. Montiel informed the Nominating and Corporate Governance Committee of the Board of Directors (the “Board”) of McCormick & Company, Incorporated (the “Registrant”) that she intends to retire from the Board of the Registrant and will not stand for election at the Registrant’s next annual stockholders’ meeting, which is currently scheduled for April 1, 2026. Ms. Montiel will continue to serve on the Board until such stockholders’ meeting.

B. Retirement of W. Anthony Vernon

On January 19, 2026, W. Anthony Vernon informed the Nominating and Corporate Governance Committee of the Board of the Registrant that he intends to retire from the Board of the Registrant and will not stand for election at the Registrant’s next annual stockholders’ meeting, which is currently scheduled for April 1, 2026. Mr. Vernon will continue to serve on the Board until such stockholders’ meeting.

C. Appointment of Richard Dierker

On January 20, 2026, the Board of the Registrant appointed Richard Dierker to the Board of the Registrant with effect from February 1, 2026, on which date he will become a member of the Audit Committee of the Board. Mr. Dierker is the President and Chief Executive Officer, and a member of the Board of Directors, of Church & Dwight Co., Inc.

Mr. Dierker does not have any family relationships with any of the executive officers or directors of the Registrant. There are no arrangements or understandings between Mr. Dierker and any other persons pursuant to which Mr. Dierker was selected as a director. Mr. Dierker will participate in the compensation arrangements for non-executive directors described on pages 23 through 24 of the Registrant’s Definitive Proxy Statement that was filed with the Securities and Exchange Commission on February 13, 2025. There have been no transactions, nor are there any currently proposed transactions, to which the

Registrant was or is to be a party and with which Mr. Dierker or any member of his immediate family had, or will have, a direct or indirect material interest.

D. Appointment of Gavin Hattersley

On January 20, 2026, the Board of the Registrant appointed Gavin Hattersley to the Board of the Registrant with effect from February 1, 2026, on which date he will become a member of the Compensation and Human Capital Committee of the Board. Mr. Hattersley is the recently retired President and Chief Executive Officer and member of the Board of Directors of the Molson Coors Beverage Company.

Mr. Hattersley does not have any family relationships with any of the executive officers or directors of the Registrant. There are no arrangements or understandings between Mr. Hattersley and any other persons pursuant to which Mr. Hattersley was selected as a director. Mr. Hattersley will participate in the compensation arrangements for non-executive directors described on pages 23 through 24 of the Registrant’s Definitive Proxy Statement that was filed with the Securities and Exchange Commission on February 13, 2025. There have been no transactions, nor are there any currently proposed transactions, to which the Registrant was or is to be a party and with which Mr. Hattersley or any member of his immediate family had, or will have, a direct or indirect material interest.

* * *

On January 21, 2026, the Registrant issued a press release titled “McCormick Appoints Gavin Hattersley and Rick Dierker to Board of Directors.” A copy of the press release is furnished as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number Description
99 Press release titled “McCormick Appoints Gavin Hattersley and Rick Dierker to Board of Directors."
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

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.

McCORMICK & COMPANY, INCORPORATED
January 21, 2026 By: /s/    Jeffery D. Schwartz
Jeffery D. Schwartz
Vice President, General Counsel & Secretary

mkcappointsgavinhatterse

FOR IMMEDIATE RELEASE McCormick Appoints Gavin Hattersley and Rick Dierker to Board of Directors HUNT VALLEY, Md., Jan. 21, 2026 – McCormick & Company, Incorporated (NYSE: MKC), a global leader in flavor, today announced that Gavin Hattersley, retired President and Chief Executive Officer of Molson Coors Beverage Company, and Rick Dierker, President and Chief Executive Officer of Church & Dwight Co., Inc., have been appointed to McCormick’s Board of Directors effective February 1, 2026. Mr. Hattersley brings more than 35 years of leadership experience spanning the global consumer packaged goods and beverage industries. Most recently, he served as President and CEO of Molson Coors Beverage Company for six years before retiring in October 2025. In this role, he oversaw the Company’s worldwide operations, including finance, strategy, supply chain, marketing, and commercial functions across North America, Europe, and Asia-Pacific. Prior to this role, he served as President and CEO of MillerCoors and held several senior leadership positions in finance at SABMiller and South African Breweries. Mr. Hattersley currently serves on the boards of Zoetis Inc. and Make a Wish Wisconsin. He holds both a Bachelor’s and an Honors Bachelor’s degree in Accounting Science from the University of South Africa. Mr. Dierker currently serves as President, Chief Executive Officer, and a member of the Board of Directors at Church & Dwight Co., Inc., a leading consumer products company with $6.1 billion in annual revenue. He brings extensive experience in corporate finance, operations, and strategic leadership. Prior to his appointment as CEO, Mr. Dierker held multiple senior positions at Church & Dwight, including Executive Vice President and Chief Financial Officer, Head of Business Operations, and Vice President of Corporate Finance. Earlier in his career, he held financial management roles at Alpharma Inc. and Ingersoll-Rand Ltd. Mr. Dierker earned his Bachelor’s degree in Finance from James Madison University and an MBA from the University of North Carolina at Chapel Hill. Brendan M. Foley, Chairman, President and CEO of McCormick commented, “We are delighted to welcome Gavin and Rick to McCormick’s Board. Both bring deep experience in leading global consumer companies, strong financial acumen, and proven track records of driving growth and transformation. Their insights will be invaluable as McCormick continues to advance our global leadership in flavor and execute our long-term strategy.” McCormick also announced that two long-serving directors, Tony Vernon and Maritza Montiel, will retire from the Board and will not stand for election at the Company’s Annual Meeting of Stockholders in April 2026. Mr. Foley added, “On behalf of McCormick’s Board and Management Team, I want to express our sincere gratitude to Tony and Maritza for their years of dedicated service and contributions to McCormick. Their leadership and guidance have been instrumental in shaping our success.” These appointments reflect McCormick’s ongoing board refreshment process, which ensures the Company maintains a balanced mix of skills, experiences, and perspectives aligned with its strategic priorities and governance practices.


About McCormick McCormick & Company, Incorporated is a global leader in flavor. With over $6.7 billion in annual sales across 150 countries and territories, we manufacture, market, and distribute herbs, spices, seasonings, condiments and flavors to the entire food and beverage industry including retailers, food manufacturers and foodservice businesses. Our most popular brands with trademark registrations include McCormick, French’s, Frank’s RedHot, Stubb’s, OLD BAY, Lawry’s, Zatarain’s, Ducros, Vahiné, Cholula, Schwartz, Kamis, DaQiao, Club House, Aeroplane, Gourmet Garden, FONA and Giotti. The breadth and reach of our portfolio uniquely position us to capitalize on the consumer demand for flavor in every sip and bite, through our products and our customers' products. We operate in two segments, Consumer and Flavor Solutions, which complement each other and reinforce our differentiation. The scale, insights, and technology that we leverage from both segments are meaningful in driving sustainable growth. Founded in 1889 and headquartered in Hunt Valley, Maryland USA, McCormick is guided by our principles and committed to our Purpose – To Stand Together for the Future of Flavor. McCormick envisions A World United by Flavor where healthy, sustainable, and delicious go hand in hand. To learn more, visit: www.mccormickcorporation.com or follow McCormick & Company on Instagram and LinkedIn. # # # For information contact: Global Communications: Lori Robinson - lori_robinson@mccormick.com