Current Report Filing (8-k)
21 Junho 2023 - 5:06PM
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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) |
June
20, 2023 |
CORNING
INCORPORATED
(Exact
name of registrant as specified in its charter)
New
York
(State or other jurisdiction
of incorporation) |
|
1-3247
(Commission
File Number) |
|
16-0393470
(I.R.S. Employer
Identification No.) |
One
Riverfront Plaza, Corning, New York
(Address of principal executive offices) |
|
|
|
14831
(Zip Code) |
(607)
974-9000
(Registrant’s
telephone number, including area code)
N/A
(Former
name or former address, if changed since last report)
Securities registered
pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock, $0.50 par value per share |
|
GLW |
|
New
York Stock Exchange (NYSE) |
3.875%
Notes due 2026 |
|
— |
|
New
York Stock Exchange (NYSE) |
4.125%
Notes due 2031 |
|
— |
|
New
York Stock Exchange (NYSE) |
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. ☐
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
June 20, 2023, the Board of Directors of Corning Incorporated (the “Company”) elected Thomas D. French as a director of
the Company and appointed him to the Audit Committee and the Corporate Responsibility and Sustainability Committee.
Mr. French’s
compensation will be consistent with that provided to all non-employee directors in accordance with the Company’s non-employee
director compensation practices described in “Proposal 1 - Election of Directors - Director Compensation” of the Company’s
Proxy Statement filed with the Securities and Exchange Commission on March 17, 2023.
The
Company’s Nominating and Corporate Governance Committee had recommended and nominated Mr. French as a director candidate. There
is no arrangement or understanding pursuant to which Mr. French was appointed to the Board. There are no family relationships between
Mr. French and any director or executive officer of the Company, and Mr. French has no direct or indirect material interest in any transaction
required to be disclosed pursuant to Item 404(a) of Regulation S-K.
The
press release issued by the Corning on June 20, 2023 announcing the appointment of Mr. French to the Board is attached as Exhibit 99.1
hereto and is incorporated by reference herein.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
The
following exhibit is filed as part of this Report:
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.
|
CORNING
INCORPORATED |
|
|
|
|
|
|
By: |
/s/
Linda E. Jolly |
|
Name: |
Linda
E. Jolly |
|
Title: |
Vice
President and Corporate Secretary |
Date:
June 21, 2023
Corning (NYSE:GLW)
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