Form 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): December 4, 2014

 

 

The J. M. Smucker Company

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Ohio   001-05111   34-0538550

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

One Strawberry Lane

Orrville, Ohio

  44667-0280
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (330) 682-3000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

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))

 

 

 


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

On December 5, 2014, The J. M. Smucker Company (the “Company”) accepted Mr. Paul Smucker Wagstaff’s resignation from the Board of Directors of the Company and as the President, U.S. Retail Consumer Foods, effective immediately. Mr. Wagstaff is leaving for personal reasons and has no conflicts with the Company’s management or other board members.

In connection with his departure, the Company and Mr. Wagstaff have agreed that he will forfeit his unvested restricted stock, but will receive continuation of health benefits until April 30, 2015 and an amount equal to $1,660,700 to be paid in 18 equal monthly installments, subject to his continued compliance with the terms of his separation agreement.


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.

 

THE J. M. SMUCKER COMPANY
By:   

/s/ Jeannette L. Knudsen

  Jeannette L. Knudsen
 

Vice President, General Counsel, and Corporate

Secretary

Date: December 5, 2014