Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
(d)On July 13, 2020, the Board of Directors of the Company increased the size of
the Board from nine to ten directors and elected Amit Banati as a Class II
member of the Board, each effective on September 21, 2020. Mr. Banati will serve
on the Board for a term continuing until the Company's 2022 Annual Meeting of
Stockholders. Mr. Banati's committee appointments will be determined at a
subsequent date.
The Board determined that Mr. Banati is independent under the rules of the New
York Stock Exchange and the Company's Corporate Governance Principles. There are
no arrangements or understandings between Mr. Banati and any other persons
regarding his appointment to the Board of Directors. Mr. Banati will
participate in the compensation program for non-employee directors described in
the Company's Definitive Proxy Statement filed with the Securities and Exchange
Commission on March 19, 2020.
Mr. Banati has served as Senior Vice President and Chief Financial Officer of
Kellogg Company, a packaged foods manufacturer, from July 2019 to present. From
March 2011 until the time of his promotion to Chief Financial Officer, he served
as President - Asia Pacific, Middle East and Africa of Kellogg Company. Prior to
joining Kellogg Company, Mr. Banati held various management, financial and
strategic leadership roles at several major consumer products companies,
including Mondelez, Cadbury Schweppes and Procter & Gamble. He holds a BA in
Commerce from St. Xavier's College in Calcutta and an MBA from the Indian
Institute of Management in Lucknow.
Item 9.01.Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
99.1 Press release dated July 13, 2020, issued by Fortune Brands Home &
Security, Inc.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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