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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

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November 1, 2022

Date of Report (date of earliest event reported)

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Valmont Industries, Inc.

(Exact name of registrant as specified in its charter)

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Delaware

(State or other jurisdiction of incorporation)

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(402) 963-1000

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Registrant's telephone number, including area code

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(Former name or former address, if changed since last report.)

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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 (see General Instruction A.2. below):

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☐      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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☐      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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☐      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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☐      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Securities registered pursuant to Section 12(b) of the Act:

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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    ☐

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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.

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

(c) On November 1, 2022, the Board of Directors of Valmont Industries, Inc. appointed Eugene Padgett as Chief Accounting Officer of Valmont Industries, Inc. Mr. Padgett succeeds Tim P. Francis as Valmont’s CAO. Mr. Francis has accepted a new role within Valmont as Valmont’s SVP & Finance Business Partner - Global Operation.

Mr. Padgett has 25 years of accounting and financial experience in publicly traded energy and manufacturing companies.

Mr. Padgett, age 51, served as Senior Vice President and Chief Accounting Officer of DXP Enterprises, an equipment manufacturer from 2018 to October 2022. From 2014 to 2017, he served as General Manager, US and Canada Tax for Enbridge Energy.

Information with respect to Mr. Padgett’s compensation is set forth on Exhibit 99.1, which is incorporated herein by reference.

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Item 9.01. Financial Statements and Exhibits.

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(d)    Exhibits.

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SIGNATURES

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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.

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