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Rockwell Automation logoRockwell Automation ROK

Rockwell Automation said it entered into change of control agreements on September 30, 2025 with Blake D. Moret, Christian E. Rothe, Scott A. Genereux, Tessa M. Myers, Rebecca W. House and certain other officers.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Rockwell Automation said it entered into change of control agreements on September 30, 2025 with Blake D. Moret, Christian E. Rothe, Scott A. Genereux, Tessa M. Myers, Rebecca W. House and certain other officers.

  2. The company said the new agreements replace the prior agreements, which expired by their terms on September 30, 2025. The new agreements take effect if a change of control occurs on or after September 30, 2025 and before October 1, 2028. The company said the terms are substantially the same as those of the prior agreements. The new agreements are dated as of September 30, 2022.

  3. The company defined a Change of Control in the Blake D. Moret agreement to include, among other things, an acquisition by any individual, entity or group of 20% or more of the company's outstanding common stock or combined voting power. It also includes a change in a majority of the Board, a Business Combination and shareowner approval of a complete liquidation or dissolution.

  4. The company said the Moret agreement provides that if the company terminates his employment without Cause, or he resigns for Good Reason, during the Protected Period, he will receive a lump sum equal to 3 times the sum of his annual base salary and target annual bonus. It said the payment is also accompanied by 3 years of continued welfare benefits and outplacement support of up to $100,000.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the opening part of the filing body and confirmed exhibits, within a length limit. This is not a review of other exhibits, investor presentations or the full earnings call.

New Change of Control Agreements Signed with Officers

Rockwell Automation said it entered into change of control agreements on September 30, 2025 with Blake D. Moret, Christian E. Rothe, Scott A. Genereux, Tessa M. Myers, Rebecca W. House and certain other officers.

Source · Based on the filing body and exhibits

Replacement of Prior Agreements and Effective Period

The company said the new agreements replace the prior agreements, which expired by their terms on September 30, 2025. The new agreements take effect if a change of control occurs on or after September 30, 2025 and before October 1, 2028. The company said the terms are substantially the same as those of the prior agreements. The new agreements are dated as of September 30, 2022.

Source · Based on the filing body and exhibits

Change of Control Definition in Moret Agreement

The company defined a Change of Control in the Blake D. Moret agreement to include, among other things, an acquisition by any individual, entity or group of 20% or more of the company's outstanding common stock or combined voting power. It also includes a change in a majority of the Board, a Business Combination and shareowner approval of a complete liquidation or dissolution.

Source · Based on the filing body and exhibits

Termination Payment Terms in Moret Agreement

The company said the Moret agreement provides that if the company terminates his employment without Cause, or he resigns for Good Reason, during the Protected Period, he will receive a lump sum equal to 3 times the sum of his annual base salary and target annual bonus. It said the payment is also accompanied by 3 years of continued welfare benefits and outplacement support of up to $100,000.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.