8-K

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): February 9, 2023 (February 8, 2023)

Rockwell Automation, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	1-12383	25-1797617
(State or Other Jurisdiction<br>of Incorporation)	(Commission<br>File Number)	(IRS Employer<br>Identification No.)

1201 South Second Street

Milwaukee, Wisconsin 53204

(Address of Principal Executive Offices) (Zip Code)

(414) 382-2000

(Registrant’s telephone number, including area code)

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> <br>Symbol	Name of each exchange<br> <br>on which registered
Common Stock ($1.00 par value)	ROK	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.  ☐

INFORMATION TO BE INCLUDED IN THE REPORT

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

J. Phillip Holloman, who has served on the Board of Directors (the “Board”) of Rockwell Automation, Inc. (the “Company’) since 2013, informed the Company on February 7, 2023 of his intention to retire from the Board, with the retirement effective February 8, 2023. His decision to retire was not as a result of any disagreement with the Company or its management. The Company thanks Mr. Holloman for his significant contributions during his tenure as a director.

On February 8, 2023, the Board elected Alice L. Jolla as a director of the Company effective February 8, 2023 and designated her as a member of the class of directors with a term expiring at our 2024 Annual Meeting of Shareowners. Ms. Jolla was appointed as a member of the Audit Committee and Board Composition and Corporate Governance Committee effective February 8, 2023.

In connection with her election to the Board, Ms. Jolla will receive the standard equity and cash compensation paid to our non-employee directors and new non-employee directors upon first election to the Board, including shares of common stock with a value of $129,167 pursuant to our 2020 Long-Term Incentives Plan. Director compensation is more fully described in our definitive Proxy Statement dated December 15, 2022 for our 2023 Annual Meeting of Shareowners.

There is no arrangement or understanding between Ms. Jolla and any other person pursuant to which she was selected as a director. Ms. Jolla is not a party to any transaction required to be disclosed under Item 404(a) of Regulation S-K involving the Company or any of its subsidiaries.

A copy of the Company’s press release is attached hereto as Exhibit 99 and is incorporated herein by reference.

Item 9.01.	Financial Statements and Exhibits.
(d)	Exhibits
---	---
99	Press release of the Company dated February 9, 2023
---	---
104	Cover Page Interactive Data File, formatted in inline XBRL

(Page 2 of 4 Pages)

EXHIBIT INDEX

99	Press release of the Company dated February 9, 2023
104	Cover Page Interactive Data File, formatted in inline XBRL

(Page 3 of 4 Pages)

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.

ROCKWELL AUTOMATION, INC.
	(Registrant)
By	/s/ Rebecca W. House
	Rebecca W. House
	Senior Vice President, Chief People and Legal Officer and Secretary

Date: February 9, 2023

(Page 4 of 4 Pages)

EX-99

News Release	Exhibit 99

1201 South Second Street

Milwaukee, WI 53204

www.rockwellautomation.com

Rockwell Automation Elects Alice L. Jolla to Board of Directors

MILWAUKEE (Feb. 9, 2023) — Rockwell Automation, Inc. (NYSE: ROK), the world’s largest company dedicated to industrial automation and digital transformation, today announced that Alice L. Jolla was elected to its board of directors effective Feb. 8, 2023. Jolla is the Chief Accounting Officer and Corporate Vice President for Microsoft Corp.

“Alice’s proven track record serving as the management liaison to the Microsoft Audit Committee makes her an excellent addition to Rockwell’s Board of Directors,” said Blake Moret, Chairman and Chief Executive Officer of Rockwell. “Her financial experience with SaaS business models, her leadership, and her commitment to Diversity, Equity, and Inclusion will further strengthen our governance capacity and the evolution of our culture.”

Jolla has more than 30 years of business and finance experience, with particular focus on accounting, compliance, strategic planning, financial analysis, and overall risk management. She joined Microsoft, a $198 billion technology company, in 2007 and now leads a global team responsible for accounting and financial reporting, business intelligence, and various risk management assessments. Jolla started her career in commodity chemicals at Dow Inc. and Union Carbide Corp., and she completed a fellowship with the Financial Accounting Standards Board.

Jolla holds a bachelor’s degree in accounting from Louisiana State University and an MBA from the University of Charleston.

About Rockwell Automation

Rockwell Automation, Inc. (NYSE: ROK), is a global leader in industrial automation and digital transformation. We connect the imaginations of people with the potential of technology to expand what is humanly possible, making the world more productive and more sustainable. Headquartered in Milwaukee, Wisconsin, Rockwell Automation employs approximately 26,000 problem solvers dedicated to our customers in more than 100 countries. To learn more about how we are bringing the Connected Enterprise to life across industrial enterprises, visit www.rockwellautomation.com.

Media contact:

Ed Moreland

Vice President, Government Affairs and External Communications

+1 571-296-0391

Edward.Moreland@RockwellAutomation.com