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United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 25, 2025
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LOUISIANA-PACIFIC CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware |
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1-7107 |
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93-0609074 |
(State or other jurisdiction of incorporation or organization) |
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Commission File Number |
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(IRS Employer Identification No.) |
1610 West End Ave, Suite 200, Nashville, TN 37203
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (615) 986 - 5600
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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):
☐ 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))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol |
Name of each exchange on which registered |
Common Stock, $1 par value |
LPX |
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 ☐
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. [ ]
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 25, 2025, the Board of Directors (the “Board”) of Louisiana-Pacific Corporation (the “Company”) appointed Kelly H. Barrett as a director of the Company. Ms. Barrett will serve as a Class I director with a term expiring at the 2025 annual meeting of the Company’s stockholders. Ms. Barrett will serve on the Finance and Audit Committee and the Governance and Corporate Responsibility Committee of the Board.
The Board has determined that Ms. Barrett is independent under the New York Stock Exchange listing standards and applicable Securities and Exchange Commission (“SEC”) rules and regulations, as well as under the Company’s Corporate Governance Guidelines, and that Ms. Barrett meets the qualifications for membership on the Board committees on which she will serve.
Ms. Barrett will receive the standard compensation paid to non-employee directors, as described in the Company’s definitive proxy statement filed with the SEC on March 27, 2024, and reflecting the updated annual cash retainer amount for non-employee directors of $100,000 and the updated annual grant of restricted stock units with a grant date fair value of $140,000, each as approved by the Board on May 10, 2024. Ms. Barrett’s initial annual cash retainer and annual restricted stock unit grant will be prorated to reflect service on the Board of less than a full year.
Item 7.01 Regulation FD Disclosure.
On February 27, 2025, the Company issued a press release announcing the appointment of Ms. Barrett to the Board. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished pursuant to this Item 7.01 and Exhibit 99.1 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such a filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
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Exhibit
Number
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Description |
99.1 |
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104 |
Cover Page Interactive Data File (embedded within Inline XBRL document) |
SIGNATURE
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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LOUISIANA-PACIFIC CORPORATION |
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By: |
/S/ NICOLE C. DANIEL |
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Nicole C. Daniel |
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Senior Vice President, General Counsel and Corporate Secretary |
Date: February 27, 2025
EX-99.1
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a2025bodappointment_kell.htm
EX-99.1
a2025bodappointment_kell
NEWS RELEASE FOR IMMEDIATE RELEASE Media Contact: Breeanna Straessle 615.986.5886 media.relations@lpcorp.com Kelly Barrett Appointed to LP Building Solutions Board of Directors NASHVILLE, Tenn. (Feb. 27, 2025) – LP Building Solutions (LP; NYSE: LPX), a leading manufacturer of high-performance building products, today announced the appointment of Kelly Barrett to its Board of Directors, effective February 25, 2025. “We are pleased to welcome Kelly to LP’s Board of Directors,” said LP Chair and Chief Executive Officer Brad Southern. “She is a highly accomplished executive with a strong track record in senior finance leadership and general management at scale. Her expertise will be instrumental as we continue executing our strategic vision and driving sustainable growth.” Barrett brings extensive leadership experience, having held several senior roles during her 16-year tenure at The Home Depot, Inc., the world's largest home improvement specialty retailer. Her positions included Vice President and Corporate Controller, Vice President of Internal Audit and Corporate Compliance, and most recently, Senior Vice President of Home Services. Prior to joining The Home Depot, she served as Senior Vice President and Chief Financial Officer of Cousins Properties, Inc. for over a decade and began her career as an Audit Manager at Arthur Andersen LLP. Beyond her professional achievements, Barrett is an active leader in corporate governance and community service. She serves on the Georgia Institute of Technology Board of Trustees, the Advisory Board of the Scheller College of Business, and the YMCA of Greater Atlanta Board of Directors. In recognition of her contributions, she received the YMCA’s highest honor, the Bransby Christian Leadership Award. She is also a board member of the National Association of Corporate Directors, where she previously served as Program Chair. Barrett holds a Bachelor of Science in Industrial Management from Georgia Institute of Technology, where she was recently honored with the 2023 Joseph Mayo Pettit Distinguished Service Award. About LP Building Solutions As a leader in high-performance building solutions, Louisiana-Pacific Corporation (LP Building Solutions, NYSE: LPX) manufactures engineered wood products that meet the demands of builders, remodelers and homeowners worldwide. LP’s extensive portfolio of innovative and dependable products includes Siding Solutions (LP® SmartSide® Trim & Siding, LP® SmartSide® ExpertFinish® Trim & Siding, LP BuilderSeries® Lap Siding and LP® Outdoor Building Solutions®), LP Structural Solutions (LP® TechShield® Radiant Barrier, LP WeatherLogic® Air & Water Barrier, LP Legacy® Premium Sub- Flooring, LP® FlameBlock® Fire-Rated Sheathing, LP NovaCore® Thermal Insulated Sheathing and LP® TopNotch® 350 Durable Sub-Flooring) and oriented strand board (OSB). In addition to product solutions, LP provides industry-leading customer service and warranties. Since its founding in 1972, LP has been Building a Better World™ by helping customers construct beautiful, durable homes while shareholders build lasting value. Headquartered in Nashville, Tennessee, LP operates 22 plants across the U.S., Canada, Chile and Brazil. For more information, visit LPCorp.com.
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