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Published: 2021-02-03 16:30:58 ET
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8-K
CORNING INC /NY false 0000024741 0000024741 2021-02-03 2021-02-03

 

 

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): February 3, 2021

 

 

CORNING INCORPORATED

(Exact name of registrant as specified in charter)

 

 

 

New York   1-3247   16-0393470

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

One Riverfront Plaza, Corning, New York   14831
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (607) 974-9000

(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)) 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   GLW   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.  ☐

 

 

 


Item 5.02

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

On February 3, 2021, the Board of Directors (the “Board”) of Corning Incorporated (“Corning”), acting upon the recommendation of its Nominating and Corporate Governance Committee, appointed Mr. Roger W. Ferguson, Jr. to the Board, effective April 1, 2021. Mr. Ferguson is President and CEO of TIAA-CREF and is the former Vice Chairman of the Board of Governors of the U.S. Federal Reserve System. Mr. Ferguson has announced he will retire from TIAA effective March 31, 2021. Mr. Ferguson will serve on the Compensation Committee and the Nominating and Corporate Governance Committee of the Board.

Mr. Ferguson will receive the same compensation as other non-employee Corning directors as described in Corning’s most recent Proxy Statement under “Director Compensation.” There are no arrangements or understandings between Mr. Ferguson and any other person pursuant to which he was selected to serve as a director. Mr. Ferguson 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 Company on February 3, 2021 announcing the appointment of Mr. Ferguson 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:

 

Exhibit
Number

  

Description

99.1    Corning press release dated February 3, 2021
104    Cover Page Interactive File (the cover page tags are embedded within 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.

 

CORNING INCORPORATED
By:  

/s/ Linda E. Jolly

Name:   Linda E. Jolly
Title:   Vice President and Corporate Secretary

Date: February 3, 2021