Date of report (Date of earliest event reported): March 27, 2023
McDONALD’S CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware
1-5231
36-2361282
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
110 North Carpenter Street
Chicago, Illinois
(Address of Principal Executive Offices)
60607
(Zip Code)
(630) 623-3000
(Registrant’s telephone number, including area code)
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 (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))
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, $0.01 par value
MCD
New York Stock Exchange
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.
On March 27, 2023, Robert A. Eckert and John W. Rogers, Jr. notified McDonald’s Corporation (the “Company”) of their respective retirements from the Company’s Board of Directors (the “Board”) and all Committees thereof, each effective as of the date of the Company’s 2023 Annual Shareholders’ Meeting. The retirements are not because of a disagreement with the Company on any matter relating to the Company’s operations, policies or practices. In connection with the retirements, the Board reduced its size to a total of 13 Directors, also effective as of the date of the Company’s 2023 Annual Shareholders’ Meeting.
A copy of the press release announcing the retirements is furnished as Exhibit 99.1 hereto.
Cover Page Interactive Data File (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.
McDONALD’S CORPORATION
(Registrant)
Date:
March 29, 2023
By:
/s/ Jeffrey J. Pochowicz
Jeffrey J. Pochowicz Corporate Vice President, Associate General Counsel and Assistant Secretary
