Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.






Appointment of New Directors

On June 29, 2021, the Board of Directors (the "Board") of Terminix Global Holdings, Inc. ("Terminix" or the "Company") expanded its directorships by two and appointed Teresa M. Sebastian, 63, and Chris S. Terrill, 53, as members of the Board to fill the vacancies created by the expansion. Mr. Terrill will serve as a Class II director, with his initial term expiring at the Company's 2022 annual stockholders meeting and Ms. Sebastian will serve as a Class III director, with her initial term expiring at the Company's 2023 annual stockholders meeting. Ms. Sebastian was also appointed to serve as a member of the Board's Compensation and Nominating and Corporate Governance Committees and Mr. Terrill was appointed to serve as a member of the Board's Audit and Environmental, Health & Safety Committees. The Board determined, after considering all of the relevant facts and circumstances, that both Ms. Sebastian and Mr. Terrill were "independent" as defined under NYSE listing standards.

No arrangements exist between the Company and either Ms. Sebastian or Mr. Terrill, or any other person, pursuant to which she or he was selected as a director. There are no transactions in which Ms. Sebastian or Mr. Terrill has an interest in that requires disclosure under Item 404(a) of SEC Regulation S-K.

Ms. Sebastian and Mr. Terrill will be entitled to participate in the Company's director compensation plans. Members of the Board who are not employed by Terminix are entitled to receive an annual retainer of $220,000, of which $90,000 is payable in cash and the other $130,000 payable in stock. The equity awards will consist of a grant of shares of common stock on the date of the annual stockholders meeting or the date of the director's appointment to the Board, if thereafter. Ms. Sebastian and Mr. Terrill will each receive a pro-rated equity grant of approximately $114,300 in value as of July 1.

In connection with this announcement, Terminix issued a press release on July 1, 2021, a copy of which is being furnished hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.



 (d)      Exhibits


Exhibit                                   Description
99.1             Press Release issued July 1, 2021.

104            Cover Page Interactive Data File (embedded within the Inline XBRL
               document).




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