Item 5. OTHER INFORMATION
2K characters. Original on sec.gov ·
Item 5. OTHER INFORMATION
OTHER INFORMATION
KKR Investment
On November 4, 2025, the Company and KKR entered into an amendment
to the Strategic Partnership Agreement,
dated January 29, 2025 (the “Agreement”), between the parties that increased the
beneficial ownership limit from
14.9% to 19.9% of the outstanding shares of the Company’s common stock that KKR is permitted to acquire
during
the standstill period.
The standstill provisions, including the increased ownership
limit, continue in effect for a
period of six months following the later of the expiration of the term of the Agreement
and the date on which no
KKR director appointed pursuant to the Agreement is serving on the Board
of Directors.
Extension of 2024 Restructuring Plan
On August 6, 2024, we committed to a new restructuring plan (the “2024
Plan”) to integrate recent acquisitions,
right-size operations and further increase efficiencies.
We currently expect completion of this plan to be at the end
of 2027.
Since the 2024 Plan initiation we recorded restructuring charges of $155 million, and we
currently expect
to record additional restructuring charges associated with the plan in 2025 and through
the end of 2027; however,
an estimate of the amount of these charges for 2025 through 2027 has not yet been determined.
Rule 10b5-1 Trading Arrangements
During the three months ended September 27, 2025
Walter Siegel
, the Company’s former
Senior Vice President
and Chief Legal Officer
,
adopted
a
Rule10b5
-1 trading arrangement (which is a trading plan for the future sale
of
securities that is intended to satisfy the affirmative defense of Exchange Act
Rule
10b5
-1(c), as well as the
requirements of the Company’s insider trading policy) while he was an executive officer of the Company. The plan
is subject to an initial “cooling off” period during which there may be no transactions
between the adoption date
and a date that is the later of 90 days or two business days following
the Company’s filing of its next quarterly
report on Form 10-Q or Annual Report on form 10-K.
On
August 18, 2025
, Mr. Siegel adopted the trading plan to
sell
4,176
shares based on a limit order at a specified price, with a term through
August 18, 2026
.
Previous: Item 1A. RISK FACTORS · Next: Item 6. EXHIBITS