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NYSE: VMI VALMONT INDUSTRIES INC 8-K

Valmont formalizes CFO retirement with severance, equity vesting through Dec 2026

Filed June 1, 2026 · Period ending May 26, 2026 · ~1 min read

4 key changes 2 sections

Key Changes

  • medium

    Former CFO Thomas Liguori's separation agreement disclosed, providing consulting role through December 26, 2026, with 22 weeks base salary severance and accelerated equity vesting upon departure.

  • medium

    Liguori will receive 2026 annual bonus and performance stock unit payouts from three plan cycles (2024-2026, 2025-2027, 2026-2028), all paid by March 15, 2027, under retirement terms established at hire.

    8-K: Separation Agreement view on EDGAR →
  • medium

    Unvested restricted stock units and stock options will accelerate on December 26, 2026, pursuant to contractual retirement provisions rather than discretionary severance enhancements.

    8-K: Equity Terms view on EDGAR →
  • low

    Liguori characterized departure as retirement and will provide consulting services while continuing base salary and health benefits through year-end 2026.

    8-K: Consulting Arrangement view on EDGAR →

Summary

Valmont Industries formalized the departure of former CFO Thomas Liguori through a separation agreement dated May 26, 2026. Liguori, who was replaced by John Schwietz on April 8, 2026, characterized his exit as a retirement and agreed to remain as a consultant through December 26, 2026.

The agreement provides standard severance (22 weeks of base salary), his 2026 annual bonus, and accelerated vesting of equity awards under retirement terms that were established when he was originally hired. For retail investors, this filing closes the book on a CFO transition announced earlier this year.

The severance package appears routine and contractual rather than enhanced, suggesting an orderly succession rather than a contentious departure. The company will pay out performance stock units from three plan cycles by March 15, 2027, following normal compensation timelines. Investors should monitor Valmont's Q3 and Q4 2026 earnings calls for commentary on how new CFO Schwietz is settling into the role and whether any strategic or financial reporting changes emerge during the transition period.

Section-by-Section Diff

Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation

~400 words

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.

4 Added
Added CFO separation agreement medium

Added in current filing · verify on EDGAR →

On May 26, 2026, the Company entered into a separation and release agreement with Mr. Liguori specifying the terms of Mr. Liguori’s separation and his duties and responsibilities.

Valmont formalized the departure terms for former CFO Thomas Liguori, who was previously replaced by John Schwietz effective April 8, 2026. Liguori will provide consulting services through December 26, 2026, after which his employment ends.

Added Equity vesting acceleration medium

Added in current filing · verify on EDGAR →

Subject to conditions set forth in the agreement, he will receive (i) his previously awarded restricted stock units and stock options which will continue on the grant date terms and will vest while he is employed (until December 26, 2026), (ii) accelerated vesting on December 26, 2026 of his outstanding and unvested restricted stock units and stock options pursuant to his retirement terms when hired

Liguori's unvested equity awards will receive accelerated vesting on December 26, 2026, under retirement terms that were established when he was originally hired. This represents a contractual benefit rather than a discretionary severance enhancement.

Added Cash severance and incentive payments medium

Added in current filing · verify on EDGAR →

cash payment pursuant to the terms of the agreement for (a) severance according to Valmont’s general severance policy, equal to 20 weeks of his base salary plus one week for each year of his service (2 weeks), (b) his 2026 short-term incentive plan award, and (c) his performance stock unit awards under the 2024-2026 plan and accelerated vesting of his outstanding awards under the 2025-2027 and 2026-2028 plans pursuant to his retirement terms when hired. Payouts under the incentive plans will be made no later than March 15, 2027.

Liguori will receive 22 weeks of base salary as severance (20 weeks standard plus 2 weeks for service years), his 2026 annual bonus, and performance stock unit payouts from three plan cycles. All incentive payments will be made by March 15, 2027, following the company's normal compensation cycle.

Show 1 minor / wording change
Added Consulting arrangement low

Added in current filing · verify on EDGAR →

Mr. Liguori had communicated his intent to retire from his employment with the company and has agreed to remain in the employ of the company to provide certain consulting services as requested until December 26, 2026.

Liguori characterized his departure as a retirement and agreed to stay on in a consulting capacity for an undisclosed amount seven months. During this period, he will continue receiving base salary and health benefits.

Event · Item 9.01 — Financial Statements and Exhibits

~100 words

Item 9.01 — Financial Statements and Exhibits filed; see Key Changes for terms.

1 Added
Added Executive separation medium

Added in current filing · verify on EDGAR →

Separation and Release Agreement between Thomas Liguori and Valmont Industries, Inc. dated May 26, 2026

Valmont Industries entered into a separation and release agreement with Thomas Liguori on May 26, 2026. The 8-K does not specify Liguori's role or the terms of the separation, but the filing of such an agreement indicates a departure of a company executive or employee. Investors should review the full exhibit to understand severance terms, non-compete provisions, and any potential financial impact.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 2, 2026 · How we verify