VMI 8-K
Valmont Industries Inc (VMI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c) On October 20, 2025, Valmont Industries, Inc. appointed William E. Johnson as Chief Accounting Officer.
Mr. Johnson, age 44, most recently served from July 2023 to October 2025 as Senior Vice President, Corporate Controller (principal accounting officer) of Conagra Brands, Inc., a leading branded food company, and previously as its Assistant Controller from September 2019. Mr. Johnson began his career at KPMG, serving in positions of increasing responsibilities from 2005 to 2018. He received his master’s degree in accounting from the University of Missouri-Columbia. Timothy P. Francis who has served as Chief Accounting Officer of Valmont since September 2024 will assist in the transition of duties and will shift his focus to assisting executive management of Valmont’s Infrastructure segment.
Information with respect to Mr. Johnson’s compensation is set forth on Exhibit 99.1 which is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |
99.1 | ||
104 | Cover Page Interactive File (the cover page XBRL tags are embedded in the Inline XBRL document) | |
SIGNATURES
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.
Valmont Industries, Inc. | ||||
Date: | October 24, 2025 | |||
By: | /s/ THOMAS LIGUORI | |||
Name: | Thomas Liguori | |||
Title: | Executive Vice President and | |||
Exhibit 99.1
William E. Johnson Compensation
1. Base Salary; $440,000 per year
2. | Participation in Valmont's 2025 Annual Incentive Plan (AIP) - Corporate Plan with a target of 50% of base salary (prorated for 2025) and capped at 2x bonus target. |
3. | Participation in the Long Term Performance (Share Unit (PSU) Plans for 2024-2026 (prorated from start date) and 2025-2027 (prorated from start date) with a target value of 55% of base salary. |
4. | Participation in the stock element of Valmont’s long term incentive plans, with eligibility for a grant in December 2025 with a target value of 110% of base salary. |
5. | Participation in Valmont’s non-qualified deferred compensation plan, VERSP 401(k) plan, health and welfare benefit plans. |
6. New Hire one-time payment and equity grant for bonus and equity replacement:
• One-time payment of $85,000 as of the start date based on normal payroll practices,
• | Award of $210,000 in restricted stock units as of the start date, with three-year tiered vesting (1/3 per year) using the standard Valmont agreement form. |
7. Stock ownership guideline of 1.5x of Base Salary.