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): November 16, 2015
SMITHFIELD FOODS, INC.
(Exact name of registrant as specified in its charter)
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| Virginia | | 1-15321 | | 52-0845861 | |
| (State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) | |
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| 200 Commerce Street Smithfield, Virginia | | 23430 | |
| (Address of principal executive offices) | | (Zip Code) | |
Registrant's telephone number, including area code: (757) 365-3000
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):
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| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 16, 2015, Smithfield Foods, Inc. (the “Company”) announced that C. Larry Pope, chief executive officer and director, will retire from the Company, effective December 31, 2015, following a distinguished 35-year career. Kenneth M. Sullivan, currently the Company’s president and chief operating officer, will succeed Mr. Pope as chief executive officer upon his retirement.
Mr. Sullivan, age 51, was named president and chief operating officer of the Company earlier this year. He has held a number of positions within the organization including serving as chief financial officer from 2013 to 2015, vice president of finance from 2010 to 2013 and chief accounting officer from 2007 to 2013. Prior to joining the Company in 2003, Mr. Sullivan spent twelve years at large public accounting and consulting firms serving a variety of clients in the manufacturing, technology and government contracting sectors.
The Company issued a press release on November 16, 2015 announcing the foregoing, which is attached as Exhibit 99.1 to this report and is incorporated herein by reference.
Upon retirement, Mr. Pope will receive a cash payment equal to the sum of (A) his annual base salary ($1.5 million), and (B) the average annual performance-based cash incentive bonus earned by Mr. Pope for 2014 and 2015. In addition, Mr. Pope will receive (i) post-retirement health care benefits until December 31, 2016, and (ii) an additional year of service credit under the Company’s SERP, which will increase Mr. Pope’s pension value by approximately $940 thousand upon retirement.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release dated November 16, 2015
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.
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| | SMITHFIELD FOODS, INC. |
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Date: November 20, 2015 | | /s/ Michael H. Cole |
| | Michael H. Cole |
| | Vice President, Chief Legal Officer and Secretary |
EXHIBIT INDEX
Exhibit 99.1 Press release dated November 16, 2015.
FOR IMMEDIATE RELEASE
Smithfield Foods Announces Planned Retirement of Chief Executive Officer
C. Larry Pope at Year-End 2015
Current President and Chief Operating Officer Kenneth M. Sullivan to Succeed Pope
SMITHFIELD, Virginia (November 16, 2015)—Smithfield Foods, Inc. today announced that C. Larry Pope, chief executive officer, will retire from the company, effective December 31, 2015, following a distinguished 35-year career. Kenneth M. Sullivan, Smithfield’s president and chief operating officer, will succeed Mr. Pope as chief executive officer upon his retirement.
“It has been an honor and a privilege to lead Smithfield over the past nine years,” said Mr. Pope. “This planned leadership transition comes at a time of strength and growth for Smithfield. 2014 and 2015 have been the two best years in Smithfield’s history for financial performance and I believe the company is primed for ongoing success. Since February, the Smithfield family has been hard at work implementing our ‘One Smithfield’ initiative aimed at solidifying the company’s position as a global leader in branded packaged meats. During this time, we have unified Smithfield and made the company stronger and more efficient to better support our people, brands and customers. We have also put in place the next generation of leadership to ensure Smithfield’s success long into the future. I am extremely pleased with what we have achieved during my tenure as CEO and think the future is even brighter with the management team that we have put in place over the past two years. As such, I believe now is the right time for me to retire and allow this team to bring new excitement, energy, ideas and perspectives to the company."
Mr. Sullivan was named president and chief operating officer earlier this year. He has held a number of positions within the organization including serving as chief financial officer from 2013 to 2015, vice president of finance from 2010 to 2013 and chief accounting officer from 2007 to 2013. Prior to joining Smithfield in 2003, Mr. Sullivan spent twelve years at large public accounting and consulting firms serving a variety of clients in the manufacturing, technology and government contracting sectors.
Mr. Pope continued, “Ken is the ideal person to serve as Smithfield’s next chief executive officer. We have been planning this transition internally for some time and are very confident that it will be orderly and seamless to those inside and outside Smithfield. Ken is intimately familiar with the company’s operations and has worked closely with me in developing and executing our strategy and ‘One Smithfield’ initiative. I have the utmost confidence that Smithfield will continue to grow and thrive under Ken’s leadership.”
Mr. Pope concluded, “I want to thank the great people we have working at Smithfield for their dedication and loyalty to the company. Your hard work has always been – and will continue to be – the cornerstone of Smithfield’s success. "
“Larry has made significant contributions to Smithfield’s development,” said Mr. Wan Long, chairman of the board. “Smithfield has achieved good results under Larry’s leadership. I sincerely appreciate what he has done for the company, and wish him all the best in his retirement.”
Mr. Wan continued, “Ken is an important member of the Smithfield family with years of experience in the industry and great vision. More importantly, he is passionate about our company and employees, the products we make and services we provide. We believe that he is the ideal person to lead Smithfield to a new stage of development and create more value for our stakeholders. He also has a very deep understanding of our business development strategy. I fully support Ken, and hope he will drive innovation, lead the company to achieve record profit and elevate Smithfield to a new stage.”
“I am very excited and thankful to the board for giving me the opportunity to lead Smithfield, the company I have called home for over 12 years,” said Mr. Sullivan. “We have a strong leadership team in place with a shared vision and commitment to continue our evolution as a consumer packaged goods company. I look forward to working with the entire Smithfield team by remaining people-oriented, continuing to serve our customers and consumers and capturing the significant growth potential that exists for our company. I am grateful for the support and guidance that Larry has given to me.”
About Smithfield Foods
Smithfield Foods is a $15 billion global food company and the world's largest pork processor and hog producer. In the United States, the company is also the leader in numerous packaged meats categories with popular brands including Smithfield®, Eckrich®, Farmland®, Armour®, Cook's®, John Morrell®, Gwaltney®, Nathan's Famous®, Kretschmar®, Margherita®, Curly's®, Carando® and Healthy Ones®. Smithfield Foods is committed to providing good food in a responsible way and maintains robust animal care, community involvement, employee safety, environmental and food safety and quality programs. For more information, visit www.smithfieldfoods.com.
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Media Contact
Kathleen Kirkham
Smithfield Foods, Inc.
+1 (757) 365-1965
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