Leggett & Platt Inc.
12/29/2025 | Press release | Distributed by Public on 12/29/2025 15:18
Management Change/Compensation (Form 8-K)
| Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Approval of Retention Agreements
On December 27, 2025, the Human Resources and Compensation Committee and the Board of Directors of the Company approved retention agreements for a limited group of key management personnel, including the below named executive officers. The retention agreements were approved to ensure continuity in leadership and ongoing success of the Company. The dollar amounts to be paid to each named executive officer and the multiple of those payments compared to the named executive officers' base salaries are found in the following table. Karl G. Glassman, the Company's President and Chief Executive Officer, did not receive a retention agreement.
|
Named Executive Officers |
Retention Dollar Amount |
Retention Multiple of Base Salary |
||||
|
Benjamin M. Burns, EVP & CFO |
$ | 618,000 | 103% | |||
|
J. Tyson Hagale, EVP, President - Bedding Products |
$ | 618,000 | 103% | |||
|
R. Samuel Smith, Jr., EVP, President - Specialized Products and Furniture, Flooring & Textile Products |
$ | 540,750 | 103% | |||
|
Jennifer J. Davis, EVP & General Counsel |
$ | 630,875 | 128.8% | |||
The retention agreements contain the following terms and conditions:
| (i) |
The retention payments will be paid in 2025, but are subject to continued employment through December 23, 2026; |
| (ii) |
The retention payments are subject to a 100% clawback if the executive voluntarily terminates employment (other than for death, Disability or Good Reason) or the Company terminates employment (for Cause) on or before May 29, 2026, and a 50% clawback after May 29, 2026 but terminating on or before December 23, 2026 on the same terms; and |
| (iii) |
The clawback provisions will terminate upon a Change in Control of the Company. |
The retention agreements have customary confidentiality and non-competitioncovenants.
The foregoing is only a summary and is qualified in its entirety by reference to the Form of Retention Bonus Award Agreement,which is filed as Exhibit 10.1 to this Form 8-Kand is incorporated herein by reference. The definitions of Cause and Good Reason are contained in the Company's standard Severance Benefit Agreement which is attached as Exhibit 10.2 to the Company's Form 8-Kfiled May 21, 2024, and the definition of Disability is contained in the Form of Retention Bonus Award Agreement. Change in Control is defined in the Company's Flexible Stock Plan filed as an Appendix to the Company's Proxy Statement on March 26, 2025.
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