UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): March 27, 2019
XYLEM INC.
(Exact name of registrant as specified in its charter)
Indiana | 001-35229 | 45-2080495 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
1 International Drive Rye Brook, New York | 10573 | |
(Address of principal executive offices) | (Zip Code) | |
(914) 323-5700
(Registrant’s telephone number, including area code)
(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):
¨ | 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)) |
¨ | Emerging growth company |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Election of Director
On March 27, 2019, the Board of Directors of Xylem Inc. (the "Company") elected Jorge M. Gomez as a director of the Company effective immediately. Mr. Gomez' committee appointments will be made at the Board's next regularly scheduled meeting. Mr. Gomez currently serves as Chief Financial Officer of Cardinal Health, Inc. His compensation will be consistent with the standard compensatory arrangement for non-employee directors as described in the Company's most recent proxy statement filed with the Securities and Exchange Commission on March 28, 2018, under the heading "Director Compensation." His cash retainer for the current term will be prorated. There are no arrangements or understandings between Mr. Gomez and any other person pursuant to which he was elected as a director; and Mr. Gomez is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K.
The Company issued a press release announcing the election of Mr. Gomez to the Board, which is attached as Exhibit 99.1.
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits.
Exhibit No. | Description |
99.1 | Press Release issued by Xylem Inc. on March 27, 2019 |
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.
XYLEM INC. | ||||
Date: March 27, 2019 | By: | /s/ E. Mark Rajkowski | ||
E. Mark Rajkowski | ||||
SVP, Chief Financial Officer | ||||
EXHIBIT INDEX
Exhibit No. | Description |
Press Release issued by Xylem Inc. on March 27, 2019. | |
Exhibit 99.1
Xylem Inc.
1 International Drive, Rye Brook N.Y. 10573
Tel +1.914.323.5700 Fax +1.914.323.5752
Contacts: | Media | Investors | ||
Jenny Rider +1 (914) 246-7184 | Matt Latino +353 1 678-9333 | |||
Matthew.Latino@xyleminc.com | ||||
Jorge M. Gomez Appointed to Xylem Board of Directors
RYE BROOK, N.Y.--(BUSINESS WIRE)-March 27, 2019-- Xylem Inc. (NYSE:XYL), a global water technology company, announced today that Jorge M. Gomez has been elected to the Company’s Board of Directors, effective immediately. Mr. Gomez currently serves as the Chief Financial Officer of Cardinal Health, Inc., a global, integrated healthcare solutions company. In that role, Mr. Gomez is responsible for all financial activities across the enterprise, including financial strategy, operational finance, external reporting, investor relations, tax strategy and planning, and capital deployment.
“We are pleased to welcome Jorge to the Board of Directors,” said Markos I. Tambakeras, Xylem’s Board Chair. “With over two decades in finance, strategy and extensive international business experience, I am confident that his insights will be of great value to our Board.”
Patrick Decker, President and CEO of Xylem, added: “Jorge’s accomplishments and experience leading diverse global teams and businesses will be instrumental as we continue to execute on our strategic plan and create further long-term sustainable value for our shareholders and other stakeholders.”
About Jorge M. Gomez
Since 2018, Mr. Gomez has served as the Chief Financial Officer of Cardinal Health, Inc., a provider of customized solutions for hospitals, health systems, pharmacies, ambulatory surgery centers, clinical laboratories and physician offices worldwide.
Having joined Cardinal Health in 2006, Mr. Gomez has also served as chief financial officer of the Medical segment and previously the Pharmaceutical segment, as well as corporate treasurer and corporate controller. Prior to this, Mr. Gomez held positions at General Motors Corporation, including executive and managerial posts in New York, Singapore, Belgium and Brazil. In addition, Mr. Gomez has deep business experience in the Asia Pacific, European and Latin American regions.
About Xylem
Xylem (XYL) is a leading global water technology company committed to developing innovative technology solutions to the world’s water challenges. The Company’s products and services move, treat, analyze, monitor and return water to the environment in public utility, industrial, residential and commercial building services settings. Xylem also provides a leading portfolio of smart metering, network technologies and advanced infrastructure analytics solutions for water, electric and gas utilities. The Company’s approximately 17,000 employees bring broad applications expertise with a strong focus on identifying comprehensive, sustainable solutions. Headquartered in Rye Brook, New York, with 2018
Exhibit 99.1
revenue of $5.2 billion, Xylem does business in more than 150 countries through a number of market-leading product brands.
The name Xylem is derived from classical Greek and is the tissue that transports water in plants, highlighting the engineering efficiency of our water-centric business by linking it with the best water transportation of all - that which occurs in nature. For more information, please visit us at www.xylem.com.