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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): January 15, 2025

 

 

CARRIER GLOBAL CORPORATION

 

(Exact name of registrant as specified in its charter)

 

Delaware 001-39220 83-4051582

(State or other jurisdiction of

incorporation)

(Commission File Number) (I.R.S. Employer Identification No.)

 

13995 Pasteur Boulevard

Palm Beach Gardens, Florida 33418

(Address of principal executive offices, including zip code)

 

(561) 365-2000

(Registrant’s telephone number, including area code)

 

N/A

(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:

 

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:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock ($0.01 par value)   CARR   New York Stock Exchange
4.125% Notes due 2028   CARR28   New York Stock Exchange
4.500% Notes due 2032   CARR32   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.

 

(d) Election of Director.

The Board of Directors of Carrier Global Corporation (the “Company”) appointed Amy E. Miles as an independent director, effective January 15, 2025, with a term expiring at the 2025 Annual Meeting of Shareowners. The Board also appointed Ms. Miles to the Board’s Audit Committee and Governance Committee.

The appointment of Ms. Miles was not pursuant to any arrangement or understanding between Ms. Miles and any third party. As of the date of this report, neither Ms. Miles, nor any of her immediate family members, is a party, either directly or indirectly, to any transaction that is required to be reported pursuant to Item 404(a) of Regulation S-K.

Ms. Miles will be compensated consistent with the Company’s compensation programs for non-employee directors.

 

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 

Number

  Exhibit Description
99.1   Press Release dated January 15, 2025.
104   The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

 

   

 

 

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.

 

CARRIER GLOBAL CORPORATION  
       
       
Date: January 15, 2025  By: /s/ Francesca Campbell  
   

Name: Francesca Campbell

Title: Senior Vice President & Chief Legal Officer

 

 

 

 

 

 

   

 

EXHIBIT 99.1

 

 

 

For Immediate Release   Contact: Media Inquiries
      Rob Six
     

561-281-2362

Robert.Six@Carrier.com

       
      Investor Relations
      Michael Rednor
      561-365-2020
      InvestorRelations@Carrier.com

 

Carrier Global Corporation Appoints Amy Miles to its Board of Directors

PALM BEACH GARDENS, Fla., Jan. 15, 2025 — Carrier Global Corporation (NYSE: CARR), global leader in intelligent climate and energy solutions, today announced the election of Amy Miles, former Chair of the Board and Chief Executive Officer of Regal Entertainment Group, to its Board of Directors, effective immediately. She will serve on the Board’s Audit and Governance Committees.

"Amy brings to Carrier extensive experience in business, innovation and operational leadership. Her demonstrated expertise in increasing shareholder value by driving customer, operational and financial excellence and investing in technology to improve the customer experience will be a tremendous asset to Carrier as we continue to execute on our strategic priorities," said David Gitlin, Chairman & CEO, Carrier. "Through her CEO tenure at Regal, as well as her Board experience with Amgen and Gap, she brings a wealth of experience from various industries to drive long-term shareholder growth through customer-centricity and innovation. We are excited to welcome her to our Board and look forward to her guidance and contributions."

Ms. Miles served as Chair of the Board and Chief Executive Officer of Regal Entertainment Group from 2015 to 2018, and as Chief Executive Officer from 2009 to 2018, after serving as its Executive Vice President, Chief Financial Officer and Treasurer from 2000 to 2009. She is currently a Director on the Board of The Gap, Inc., where she chairs the audit and finance committee and is a member of the governance and sustainability committee. Ms. Miles is also a Director on the Board of Amgen Inc., where she serves as a member of the audit committee and the nominating and governance committee.

About Carrier

Carrier Global Corporation, global leader in intelligent climate and energy solutions, is committed to creating solutions that matter for people and our planet for generations to come. From the beginning, we've led in inventing new technologies and entirely new industries. Today, we continue to lead because we have a world-class, diverse workforce that puts the customer at the center of everything we do. For more information, visit corporate.carrier.com or follow Carrier on social media at @Carrier.

 

###

 

   

 

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