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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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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. |
As previously announced by Commercial Metals Company (the “Company”), effective November 4, 2021, Tracy L. Porter assumed the role of Executive Vice President and no longer serves as the Company’s Chief Operating Officer. On November 11, 2021, the Company and Mr. Porter entered into an amendment, effective as of November 4, 2021, to the Employment Agreement dated as of April 19, 2010, as amended, to change Mr. Porter’s title to reflect his new position as Executive Vice President, to provide that his minimum base salary shall be $780,000 per year, and to remove the excise tax gross-up provision for taxes imposed under Section 4999 of the Internal Revenue Code of 1986, as amended, in connection with a termination of his employment in connection with a change of control. All other provisions of the existing Employment Agreement between Mr. Porter and the Company, as previously amended, remain unchanged.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| COMMERCIAL METALS COMPANY | ||||||
| Date: November 12, 2021 | By: | /s/ Barbara R. Smith | ||||
| Name: Barbara R. Smith | ||||||
| Title: President and Chief Executive Officer | ||||||
