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) March 18, 2014
TEMPUR SEALY INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-31922 | 33-1022198 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
1000 Tempur Way
Lexington, Kentucky 40511
(Address of principal executive offices) (Zip Code)
(800) 878-8889
(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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 Principal Officers; Election of Directors; Appointment of Principal Officers
On March 18, 2014, the Board of Directors of Tempur Sealy International, Inc. (the “Company”) voted to expand the size of the Board of Directors and elect Lawrence J. Rogers as a member of the Board of Directors effective March 27, 2014. The election of Mr. Rogers was recommended to the Board of Directors by the Company’s Nominating and Corporate Governance Committee. Mr. Rogers’ term will expire at the Company’s next annual meeting of stockholders. After the election of Mr. Rogers, the Board of Directors consists of eleven members.
On March 18, 2014, Mr. Rogers also announced his plan to retire from his positions as President and Chief Executive Officer of Sealy Corporation, a wholly owned subsidiary of the Company, effective April 5, 2014.
Item 7.01. Regulation FD Disclosure
On March 18, 2014, the Company issued a press release announcing the election of Mr. Rogers to the Board of Directors of the Company, effective March 27, 2014, and announcing his retirement from the Company effective April 5, 2014. A copy of this press release is furnished as Exhibit 99.1 to this current report on Form 8-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit | Description | |
99.1 | Press Release dated March 18, 2014, entitled “Larry Rogers to Retire as Sealy’s President and CEO and is Elected to the Tempur Sealy Board of Directors” | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 18, 2014 | ||
Tempur Sealy International, Inc. | ||
By: | /s/ DALE E. WILLIAMS | |
Name: | Dale E. Williams | |
Title | Executive Vice President and Chief Financial Officer | |
EXHIBIT INDEX
Exhibit | Description | |
99.1 | Press Release dated March 18, 2014, entitled “Larry Rogers to Retire as Sealy’s President and CEO and is Elected to the Tempur Sealy Board of Directors” | |
LARRY ROGERS TO RETIRE AS SEALY’S PRESIDENT & CEO
AND IS ELECTED TO THE TEMPUR SEALY BOARD OF DIRECTORS
LEXINGTON, KY, MARCH 18, 2014 - Tempur Sealy International, Inc. (NYSE: TPX), the world’s largest bedding provider, today announced the retirement of Lawrence J. Rogers, President and CEO of Sealy Corporation (“Sealy”) effective April 5, 2014. Mr. Rogers’ leadership responsibilities will transition to Tim Yaggi, Chief Operating Officer and David Montgomery, Executive Vice President and President, International. The Company also announced that its Board of Directors has voted to expand its Board to eleven directors and elect Mr. Rogers to the Board of Directors effective March 27, 2014.
“On behalf of everyone at Tempur Sealy, I would like to thank Larry for his incredible loyalty, passion and leadership over the past 34 years at Sealy, as well as his invaluable contribution to the Tempur Sealy merger and integration efforts over the past year,” said Mark Sarvary, President and CEO of Tempur Sealy International, Inc. “We are delighted that he will continue to provide his wealth of bedding industry experience as a member of our Board of Directors.”
Under Mr. Rogers’ leadership, Sealy significantly expanded its international operations and extended its brand reach globally. Mr. Rogers was instrumental in building Sealy Canada into a market leader, leading Sealy’s entrance into South America, and establishing joint venture agreements in China and other Asian markets. His focus on delivering innovative new product offerings also played a critical role in the resurgence of the Stearns & Foster brand and the recent success of the Sealy Posturepedic product offering.
“After more than three decades at Sealy, I have decided that the time is right for me to retire,” Rogers said. “I’ve enjoyed working with Mark to forge a new, stronger company, and I am extremely optimistic about Tempur Sealy’s future. I feel confident that by leading in innovation, customer service, quality and branding, Tempur Sealy will be unbeatable in the marketplace.”
Mr. Rogers joined Tempur Sealy International, Inc. in March 2013 when the Company acquired Sealy, and served as Sealy’s President and Chief Executive Officer from 2008 until his retirement in April 2014. From December 2006 to 2008, Mr. Rogers served as President, North America of Sealy and prior to that as President, Sealy International. Mr. Rogers joined Sealy in 1979 and has also served in numerous other capacities, including President of Sealy of Canada.
About the Company
Tempur Sealy International, Inc. (NYSE: TPX) is the world’s largest bedding provider. Tempur Sealy International, Inc. develops, manufactures and markets mattresses, foundations, pillows and other products. The Company’s brand portfolio includes many of the most highly recognized brands in the industry, including Tempur®, Tempur-Pedic®, Sealy®, Sealy Posturepedic®, OptimumTM and Stearns & Foster®. World headquarters for Tempur Sealy International, Inc. is in Lexington, KY. For more information, visit http://www.tempursealy.com or call 800-805-3635.
Contact:
Mark Rupe
Vice President
Tempur Sealy International, Inc.
Investor.Relations@tempursealy.com
800-805-3635