Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
CEO Transition
On May 14, 2026, Core Molding Technologies, Inc. (the "Company") and David L. Duvall the Company's President and Chief Executive Officer entered into a Transition Agreement (the "Transition Agreement"), in connection with the previously announced planned transition and retirement of Mr. Duvall. The Transition Agreement is effective June 1, 2026. As previously disclosed in the Current Report on Form 8-K filed on August 5, 2025, the Transition Agreement provides that from June 1, 2026 until December 31, 2027 (the "Advisory Period"), Mr. Duvall will serve as a part time employee of the Company, making himself available to advise senior management and otherwise consult with the Company as reasonably requested by the Company from time to time. In exchange for such services, the Company will pay Mr. Duvall a monthly fee of $50,000 (the "Monthly Fee") during the Advisory Period. If Mr. Duvall's employment is terminated by the Company without Cause during the Advisory Period, he will be entitled to an amount equal to the Monthly Fee that he would have otherwise been entitled to during the remaining Advisory Period.
The description of the Transition Agreement is qualified in its entirety by reference to the complete text and exhibits of the Transition Agreement, which has been filed with this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.