Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
(d) Election of Director
OnSeptember 20, 2022 ,Beacon Roofing Supply, Inc. (the "Company") announced that its Board of Directors (the "Board") increased the size of the Board from twelve to thirteen members, and upon the recommendation of itsNominating and Governance Committee , appointedMelanie M. Hart as a new director, effectiveOctober 1, 2022 , to serve until the 2023 Annual Meeting of Stockholders.Ms. Hart has been appointed to serve on the Board's Audit Committee.Ms. Hart , age 49, currently serves as Vice President, Chief Financial Officer and Treasurer of Pool Corporation (Nasdaq: POOL) ("PoolCorp") and has served in such position since 2021.Ms. Hart previously served asPoolCorp's Chief Accounting Officer and Corporate Controller from 2008 to 2021, including Vice President beginning in 2019, Corporate Controller from 2007 to 2008, and Senior Director of Corporate Accounting from 2006 to 2007. Prior to joiningPoolCorp in 2006,Ms. Hart spent twelve years serving as a Senior Manager in theAssurance and Advisory Business Services Group atErnst & Young .Ms. Hart earned a Bachelor of Science degree in Accounting from theUniversity of New Orleans and graduated from the General Management Program at theWharton School of Business . She is also a certified public accountant.Ms. Hart will be compensated on a pro-rated basis for her service on the Board in accordance with the Company's compensation program for non-employee directors set forth on pages 42 and 43 of the Company's most recent proxy statement (filedJanuary 14, 2022 ), including a pro-rated annual award of restricted stock units granted under the Company's Second Amended and Restated 2014 Stock Plan based on the effective date of her appointment. There is no other arrangement or understanding betweenMs. Hart and any other person pursuant to which she was selected as a director of the Company. The Company has not engaged in any transaction in whichMs. Hart had a direct or indirect material interest within the meaning of Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure
A copy of the press release announcing the appointment of
The information, including Exhibit 99.1, in Item 7.01 of this Form 8-K is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. Such information shall not be incorporated by reference into any filing under the Securities Act of 1933, except as shall otherwise be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d)Exhibits Exhibit Index Exhibit Number Description 99.1 Beacon Roofing Supply, Inc. press release dated September 20 , 2022 104 Cover Page Interactive Data File (embedded
within the Inline XBRL document).
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