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) | October 7, 2025 |
CORNING INCORPORATED
(Exact name of registrant as specified in its charter)
| New York (State or other jurisdiction of incorporation) |
1-3247 (Commission File Number) |
16-0393470 (I.R.S. Employer Identification No.) |
| One Riverfront Plaza, Corning, New York (Address of principal executive offices) |
14831 (Zip Code) |
(607) 974-9000
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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, $0.50 par value per share | GLW | New York Stock Exchange (NYSE) | ||
| 3.875% Notes due 2026 | — | New York Stock Exchange (NYSE) | ||
| 4.125% Notes due 2031 | — | New York Stock Exchange (NYSE) |
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. ☐
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:
| ☐ | 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)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 7, 2025, the Board of Directors (the “Board”) of Corning Incorporated (the “Company”) elected Ms. Ami Badani as a director of the Company, effective immediately, and appointed her to the Information Technology Committee and the Finance Committee.
Ms. Badani’s compensation will be consistent with that provided to all non-employee directors in accordance with the Company’s non-employee director compensation practices described in “Proposal 1 - Election of Directors - Director Compensation” of the Company’s Proxy Statement filed with the Securities and Exchange Commission on March 21, 2025.
The Company’s Nominating and Corporate Governance Committee had recommended and nominated Ms. Badani as a director candidate. There is no arrangement or understanding pursuant to which Ms. Badani was appointed to the Board. There are no family relationships between Ms. Badani and any director or executive officer of the Company, and Ms. Badani has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. The Board determined that Ms. Badani qualifies as “independent” in accordance with the New York Stock Exchange’s listing standards.
The press release issued by Corning on October 8, 2025 announcing the appointment of Ms. Badani to the Board is attached as Exhibit 99.1 hereto and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is filed as part of this Report:
|
Exhibit Number |
Description | |
| 99.1 | Press Release dated October 8, 2025 | |
| 104 | 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.
| CORNING INCORPORATED | |||
| By: | /s/ Melissa J. Gambol | ||
| Name: | Melissa J. Gambol | ||
| Title: | Vice President and Corporate Secretary | ||
Date: October 8, 2025
Exhibit 99.1
|
Corning Incorporated www.corning.com |
News Release
FOR RELEASE – October 8, 2025
Corning Appoints Ami Badani to its Board of Directors
CORNING, N.Y. — Corning Incorporated (NYSE:GLW) today announced that Ami Badani, chief marketing officer at Arm Holdings plc, has been appointed to Corning’s Board of Directors, effective October 7, 2025.
“Ami brings valuable expertise and end-market knowledge in Corning’s key growth initiatives for artificial intelligence and semiconductor packaging,” said Wendell P. Weeks, chairman, president, and chief executive officer. “She will provide a unique perspective as we continue to innovate to capture new market opportunities and drive long-term value creation for our stakeholders.”
Ms. Badani's expertise in strategic marketing, portfolio expansion and the scaling of transformative technologies aligns with Corning's longstanding commitment to deliver innovations that serve and shape vital industries. Ms. Badani will hold office until Corning’s annual meeting of shareholders in the spring of 2026, at which time she will stand for election to a one-year term. Her appointment brings the number of Corning directors to 10.
About Ami Badani
Ami Badani is recognized for her leadership at the intersection of AI, semiconductors, go-to-market strategy, and business transformation. As Chief Marketing Officer of Arm, she leads global marketing efforts for one of the world’s premier semiconductor and AI technology companies, accelerating innovation across mobile, data center, automotive and other key emerging sectors.
From 2020 to 2023, Ms. Badani was Vice President of Products and Developer Marketing at NVIDIA, where she played an instrumental role in expanding and scaling the company’s data center portfolio into one of its most strategic growth engines.
Prior companies include Cumulus Networks, Instart Logic, and Cisco Systems. Ms. Badani began her career in investment banking and asset management at Goldman Sachs and JPMorgan, where she developed a strong foundation in financial strategy, capital markets, and investor relations.
About Corning Incorporated
Corning (www.corning.com) is one of the world’s leading innovators in materials science, with a 170-year track record of life-changing inventions. Corning applies its unparalleled expertise in glass science, ceramic science, and optical physics, along with its deep manufacturing and engineering capabilities to develop category-defining products that transform industries and Corning Appoints Ami Badani to its Board of Directors
© 2025 Corning Incorporated. All Rights Reserved.
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enhance people’s lives. Corning succeeds through sustained investment in RD&E, a unique combination of material and process innovation, and deep, trust-based relationships with customers who are global leaders in their industries. Corning’s capabilities are versatile and synergistic, which allows the company to evolve to meet changing market needs, while also helping its customers capture new opportunities in dynamic industries. Today, Corning’s markets include optical communications, mobile consumer electronics, display, automotive, solar, semiconductors, and life sciences.
Media Relations Contact:
Gabrielle Bailey
(607) 684-4557
baileygr@corning.com
Investor Relations Contact:
Ann H.S. Nicholson
(607) 974-6716
nicholsoas@corning.com
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© 2025 Corning Incorporated. All Rights Reserved.